21st Oct 2016 12:07
To: Bucharest Stock Exchange (BVB)
Romanian Financial Supervisory Authority (ASF)
London Stock Exchange (LSE)
Current report in compliance with Art. 226 (1) of the Romanian Capital Market Law no. 297/2004, Art. 113 letter A of CNVM Regulation no. 1/2006, and the Bucharest Stock Exchange Code
Report date: 21 October 2016
Company name: Societatea Energetică Electrica S.A.
Headquarters: 9 Grigore Alexandrescu Street, 1st District, Bucharest, Romania
Phone/fax no: 004-021-2085999/ 004-021-2085998
Fiscal Code: RO 13267221
Trade Register registration number: J40/7425/2000
Subscribed and paid in share capital: RON 3,459,399,290
Regulated market where the issued securities are traded: Bucharest Stock Exchange (BVB) and London Stock Exchange (LSE)
Significant events to be reported:
The resolutions of the Ordinary Meeting of Shareholders and of the Extraordinary Meeting of Shareholders of Societatea Energetică Electrica S.A. ("Electrica" or the "Company") of 27 April 2016
Electrica hereby informs that on 21 October 2016, the Ordinary General Meeting of Shareholders and the Extraordinary General Meeting of Shareholders took place at Electrica's headquarters in Bucharest, District 1, 9, Grigore Alexandrescu Street, postal code 010621, "Radu Zane" Conference Room, starting at 10.00 o'clock and 11.00 o'clock, respectively (Romanian time), being duly held in accordance with the legal and statutory provisions upon the first calling.
The Ordinary General Meeting of Shareholders meeting was attended by the shareholders registered in the shareholder's register kept by the Central Depository on 27 September 2016, set as reference date, in person, by representative or through vote by correspondence, the quorum met being 75.663337975% of the total voting rights and 74,156240288% of the share capital of the Company.
The meeting was chaired by Ms. Corina-Georgeta Popescu, member of Electrica's Board of Directors empowered by Mr. Cristian Busu, chairman of the Board of Directors, on 20 October 2016 in compliance with art. 129 par. (1) of the Company Law no. 31/1990 and art. 15.6 of the Articles of Incorporation of Electrica.
Within the Ordinary General Meeting of Shareholders, Electrica's shareholders approved the following items with a majority of votes (at least 50% + 1) of the present and the represented shareholders, or voted by correspondence:
1. Appointing Mr. Willem Jan Antoon Henri Schoeber as independent member of the Board of Directors following the vacancy of a position in the Board of Directors of Electrica. The mandate period of the new member of the Board of Directors will be equal with the remaining period until the expiration of the vacant mandate, respectively until 14 December 2019.
2. Establishment of the date of 08 November 2016 as registration date, this being the date on which the identification of the shareholders who will be affected by the OGSM will take place, in conformity with art. 238 of Law no. 297/2004 on capital markets.
3. Empowerment of the Board of Directors, of the Chairman of the Board of Directors, of the secretary of the meeting and of the technical secretary to jointly sign the OGMS resolution and to perform individually and not jointly any act or formality required by law for its registration of the OGMS resolution, as well as the publication of the OGMS resolution with the Trade Register Office of the Bucharest Tribunal.
The Extraordinary General Meeting of Shareholders meeting was attended by the shareholders registered in the shareholder's register kept by the Central Depository on 3 April 2016, set as reference date, in person, by representative or through vote by correspondence, the quorum met being 75.662329272% of the total voting rights and 74.155251677% of the share capital of the Company.
The meeting was chaired by Ms. Corina-Georgeta Popescu, member of Electrica's Board of Directors empowered by Mr. Cristian Busu, chairman of the Board of Directors, on 20 October 2016 in compliance with art. 129 par. (1) of the Company Law no. 31/1990 and art. 15.6 of the Articles of Incorporation of Electrica.
Within the Extraordinary General Meeting of Shareholders, Electrica's shareholders approved with a majority of votes of at least 55% of the total number of voting rights the following items:
1. Approval of the consolidated annual investment plan on Electrica group level (CAPEX plan) corresponding to the 2016 financial exercise supplemented up the value of RON 844,619 th.
3. Approval of the proposals for amendment of the Articles of Association of SOCIETATEA ENERGETICĂ ELECTRICA S.A., presented in the Annex to the hereby Convening Notice, Annex which constitutes an integral part of the hereby Convening Notice.
Within the Extraordinary General Meeting of Shareholders, Electrica's shareholders approved the following items with a majority of votes (at least 50% + 1) of the present and the represented shareholders, or voted by correspondence:
2. Approval of commencing the operation of share capital increase of Electrica with the value of 3 plots of lands with a total surface of 36,892.00 sqm and requesting the Trade Register Office of the Bucharest Tribunal the appointment of an expert for the evaluation of these plots of land.
4. The approval of share capital's increase of Electrica Furnizare SA, by means of a contribution in kind by Electrica with the fair value of 2 lands, in total surface of 825,80 sqm and granting the right of first refusal to the shareholder of Electrica Furnizare SA, Fondul Proprietatea SA according to the mechanism presented in the document associated with this item from the Agenda
5. Empowering the Chairman of the Board of Directors to sign the updated Articles of Association of SOCIETATEA ENERGETICĂ ELECTRICA S.A. with the modifications mentioned in the Annex to the present Convening Notice.
6. Establishment of the date of 08 November 2016 as registration date, this being the date on which the identification of the shareholders who will be affected by the EGSM will take place, in conformity with art. 238 of Law no. 297/2004 on capital markets.
7. Empowering of the Board of Directors, of the Empowerment of the Chairman of the Board of Directors, of the secretary of the meeting and of the technical secretary, to jointly sign the EGMS resolution and to perform individually and not jointly any act or formality required by law for its registration of the EGMS resolution and the updated Articles of Association with the Trade Register Office of the Bucharest Tribunal, as well as the publication of the EGMS resolution according to the law.
CEO
Iuliana ANDRONACHE
Related Shares:
Electrica Regs