To: Bucharest Stock Exchange (BVB)
Romanian Financial Supervisory Authority (ASF)
London Stock Exchange (LSE)
Current report in compliance with the Law 24/2017 on issuers of financial instruments and market operations, ASF Regulation no. 5/2018, and the Bucharest Stock Exchange Code
Report date: 25 April 2019
Company name: Societatea Energetica 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 resolution of the Extraordinary General Meeting of Shareholders of Societatea Energetica Electrica S.A. ("Electrica" or the "Company") of 25 April 2019
Electrica hereby informs that, on 25 April 2019, the Extraordinary General Meeting of Shareholders of Electrica took place at Electrica's headquarters in Bucharest, District 1, 9 Grigore Alexandrescu Street, postal code 010621, "Radu Zane" Conference Room, starting at 12:32 o'clock (Romanian time), being duly held in accordance with the legal and statutory provisions upon the first calling.
The Extraordinary General Meeting of Shareholders of Electrica was attended by the shareholders registered in the shareholder's register kept by Depozitarul Central S.A. on 27 March 2019, set as reference date, in person, by representative or through vote by correspondence, the quorum met being 72.77% of the total voting rights and 71.32% of the share capital of the Company.
The meeting was chaired by Mr. Valentin Radu, the Chair of the Board of Directors of Electrica.
Within the Extraordinary General Meeting of Shareholders, Electrica's shareholders approved the following items with a majority of votes held by the present or represented shareholders or by the shareholders that voted by correspondence:
1. The initiation of the share capital increase operation of Electrica through in kind contribution, with a number of 9 (nine) plots of land with a total area of 55,524.46 sqm and of the request to appoint an expert evaluator by the Trade Register Office of Bucharest Tribunal to evaluate the land plots for the in kind contribution, according to the note that will be made available to the shareholders, according to the law.
2. The delegation to the Board of Directors of Electrica, for a period of three years, of the powers to increase Electrica's share capital by no more than RON 18,000,000, up to the maximum value of RON 3,477,399,290, representing authorized share capital, representing (i) the in-kind contribution of the Romanian State, represented by the Ministry of Energy, as a result of obtaining the land ownership certificates of 9 (nine) plots of land and (ii) the cash contribution of the other shareholders, resulted from exercising their preference right, granted as a result of the in-kind contribution of the Romanian State through the Ministry of Energy, as well as the approval of mandating the Board of Directors of Electrica to take all measures in the name and on behalf of the Company, for initiating, carrying out and finalizing the share capital increase, according to the note that will be made available to the shareholders, according to the law.
3. Empowerment of the Chairman of the Meeting, 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 the registration of the EGMS resolution with the Trade Register Office of the Bucharest Tribunal, as well as the publication of the EGMS resolution according to the law.
Chairman of the Board of Directors Chief Corporate Governance and M&A Officer
Valentin Radu Alexandra Borislavschi
