TO: BUCHAREST STOCK EXCHANGE

THE FINANCIAL REGULATOR

Current report in accordance with: Law 24/2017 on the issuers of financial instruments and market operations and ASF Regulation no. 5/2018 on the issuers of financial instruments and market operations.

Report date: 17.01.2022

Issuer's name: Electroarges SA

Registered office: Curtea de Arges, str. Albesti, nr. 12, jud. Arges

Trade Register Registration Code: RO156027

Trade Register Registration Number: J03/758/1991

Share capital: 6,976,465.00 lei

Important events to report:

Amending OGMS Agenda of 31.01/01.02.2022

Electroarges SA informs the shareholders and potential investors that by the Board of Directors' Decision of 17.01.2022 it was approved the amending of the summoning notice of the Electroarges SA OGMS, summoned for 31.01.2022, 09.30 (first summoning) and 01.02.2022, 09.30 (second summoning), at the company's registered office in Curtea de Arges, Str. Albesti nr.12, Arges County, according to the shareholder Investments Constantin SRL's request formulated pursuant to art. 117 ind. 1 of Law no. 31/1990, with the following points:

6. Approval to confirm the current members of the Board of Directors as Electroarges SA Directors, respectively to confirm the Electroarges SA Board of Directors consisting of the following 3 members:

  • Constantin Stefan;
  • Cardinal Main SRL, by permanent representative Roxana Scarlat;
  • Csoarpi Saints SRL, by permanent representative Adrian Ionescu.
  1. In the event of confirmation of the Board of Directors, the approval to confirm the mandate of the members of Electroarges SA Board of Directors, provided in section 6, until April 26, 2025.
  2. In the event of confirmation of Mr. Constantin Stefan as a member of the Board of Directors, approving his confirmation as Chairman of Electroarges SA Board of Directors.
  3. In the event of confirmation as the Chairman of Electroarges SA Board of Directors in the person of Mr. Constantin Stefan, the approval to confirm his mandate until April 26, 2025.

After section 6 (10) on the agenda, the addition of a new section with the following content:

11. Appointment of a new Electroarges SA Board of Directors consisting of 5 members through the cumulative voting method.

Following the supplementation, the agenda will be as follows:

THE ORDINARY GENERAL MEETING OF SHAREHOLDERS

  1. Mandating the Board of Directors by the Ordinary General Meeting of Shareholders in 2022 to approve the contracting of loans and extending the current credit lines for production and investment, pledging of assets and assignment of receivables necessary for contracting credits, in accordance with applicable laws, within the Board of Directors' competence provided by applicable laws.
  2. Approval of the Amortization of Tangible and Intangible Assets Regime for the financial year 2022, in accordance with the applicable laws.
  3. Approval of Electroarges SA Organizational Chart for 2022 and mandating the Board of Directors to change the Organizational Chart according to the specific economic needs of the Company, according to art. 22.1 of the Articles of Incorporation.
  4. Approval of the Remuneration Policy of the company's managers (administrators and directors), in accordance with the provisions of art. 92 ind. 1, of Law no. 24/2017 on the issuers of financial instruments and market operations.
  5. Revocation of the members of the Board of Directors of Electroarges SA.

6. Approval to confirm the current members of the Board of Directors as Electroarges SA Directors, respectively to confirm the Electroarges SA Board of Directors consisting of the following 3 members:

  • Constantin Stefan;
  • Cardinal Main SRL, by permanent representative Roxana Scarlat;
  • Csoarpi Saints SRL, by permanent representative Adrian Ionescu.
  1. In the event of confirmation of the Board of Directors, the approval to confirm the mandate of the members of Electroarges SA Board of Directors, provided in section 6, until April 26, 2025.
  2. In the event of confirmation of Mr. Constantin Stefan as a member of the Board of Directors, approving his confirmation as Chairman of Electroarges SA Board of Directors.
  3. In the event of confirmation as the Chairman of Electroarges SA Board of Directors in the person of Mr. Constantin Stefan, the approval to confirm his mandate until April 26, 2025.
  4. Revocation of the Chairman of the Board of Directors of Electroarges SA.
  5. Appointment of a new Electroarges SA Board of Directors consisting of 5 members through the cumulative voting method.
  6. Appointment of a new Board of Directors consisting of 3 members, for a term of office until April 26, 2025, which represents the difference in the term of the current Board of Directors.
  7. Appointment of a new Chairman of the Electroarges SA Board of Directors, for a term of office until April 26, 2025, which represents the difference in the term of office of the current Chairman of the Board of Directors.
  8. Establishing the fixed monthly remunerations granted to the members of the Board of Directors, starting with 01.02.2022, as follows:
    - For individual directors, a net monthly remuneration of 6,000 lei;
    - For the legal entity directors, a monthly remuneration of 10,000 lei + VAT.
  9. Approval of the general limits of all the additional remunerations of the members of the Board of Directors, including the Advisory Committees, starting with 2022, at the value of 1.75% of the company's net assets.
  10. Empowering the Chairman and / or the Vice-Chairman of the Board of Directors, with the right to mandate any other person, to carry out the necessary steps at ORC and wherever necessary, for the registration of the decision and other documents approved by the Ordinary General Meeting of Shareholders of 31.01/01.02.2022.

17. Approval of the date of: (i) 15.02.2022 as the Registration Date, according to art. 87 paragraph (1) of Law no. 24/2017 and (ii) 14.02.2022 as Ex Date, according to art. 2paragraph 2 let. 1 of Regulation no. 5/2018.

The rest of the provisions contained in the summoning notice remain unchanged, including the agenda of the Extraordinary General Meeting of Shareholders.

Vice-Chairman of the Board of Directors,

ROXANA SCARLAT

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Electroarges SA published this content on 25 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 January 2022 17:02:11 UTC.