To: Bucharest Stock Exchange Financial Supervisory Authority London Stock Exchange
Current report according to Article 99 letter s) of the Code of the Bucharest Stock Exchange, Title II, Issuers and Financial Instruments. Important events to be reported: Voting recommendations and supporting materials related to the 2 December 2024 shareholders' meetings Franklin Templeton International Services S.À R.L., in its capacity as alternative investment fund manager and sole director (the "Fund Manager") of Fondul Proprietatea S.A. ("Fondul Proprietatea" / the "Fund"), would like to remind shareholders that the Fund Manager has convened the Fund's Extraordinary ("EGM") and Ordinary ("OGM") General Shareholders' Meetings for 2 December 2024 (first convening) at Radisson Blu" Hotel, 63-81 Calea Victoriei Street, Atlas 2 Room, 1st District, Bucharest, 010065, Romania, commencing 11:00 am (Romanian time) in case of EGM and 12:00 pm (Romanian time) in case of OGM. Should the statutory quorum requirements for the EGM/OGM, laid down by the Companies' Law no. 31/1990 and/or the Company's Constitutive Act, not be met on the aforementioned date stated for the first convening, both meetings are convened on the date of 3 December 2024 (second convening) at "Radisson Blu" Hotel, 63-81 Calea Victoriei Street, Alcyone 1+2 Room, 1st District, Bucharest, 010065, Romania, commencing 11:00 am (Romanian time) in case of EGM and 12:00 pm (Romanian time) in case of OGM, with the same agenda as at the first convening. The entire EGM and OGM supporting documentation is available for the shareholders' reference on the Fund's website, here. The deadline for proposing new items on the EGM & OGM agendas expired on 11 November 2024, 5:00 p.m. (Romanian time). The Fund did not receive any requests to supplement the EGM or OGM agendas. On 11 November 2024, 5:00 p.m. (Romanian time) also expired the deadline for receiving candidate proposals for the position in the Fund's Board of Nominees, following the expiration of the mandate of Mr. Nicholas Paris on 6 April 2024, and the following proposals were received: · Mr. István Sárkány - proposed by Mr. Mihai Sebea; · Mr. Marian-Cristian Mocanu - proposed himself · Mr. Nicholas Paris - proposed by LCL Grup SRL, as detailed in the List of candidates published on the Fund's website here.
Regarding the items on the EGM agenda, as detailed in the GSM Convening Notice published on the Fund's website here, the Fund Manager recommends voting in favour on all items on the EGM agenda. Regarding the items on the OGM agenda, as detailed in the GSM Convening Notice published on the Fund's website here: - the Fund Manager refrains from making any voting recommendation on item 1 on the OGM agenda, as candidate for the Board of Nominees is appointed and approved by shareholders, but recommends shareholders to exercise their voting right only after reviewing: Ø The list of candidates and the related information available on the Fund's website here;
Ø The Board of Nominees Guidance Letter available on the Fund's website here.
- the Fund Manager recommends voting in favour on items 2 and 3 on the OGM agenda. The Fund Manager's voting recommendations contained herein are not binding in any way and should not be deemed under any circumstances as supporting documentation/argument for substantiating one's vote. The Fund Manager will implement and will comply with all the decisions taken by the Fund's shareholders, irrespective of its recommendations herein, subject to compliance with law and regulation.
Franklin Templeton International Services S.À R.L, in its capacity of alternative investment fund manager and sole director of FONDUL PROPRIETATEA S.A.
Johan MEYER Permanent Representative |
Report date: 26 November 2024
Name of the issuing entity: Fondul Proprietatea S.A.
Registered office: 76-80 Buzesti Street 7th floor, district 1, Bucharest, 011017
Phone/fax number: Tel.: + 40 21 200 96 00 Fax: +40 31 630 00 48
Email:
Internet:
Sole Registration Code with the Trade Register Office: 18253260
Order number in the Trade Register: J40/21901/2005
Subscribed and paid-up share capital: RON 1,849,342,164.28
Number of shares in issue and paid-up: 3,556,427,239
Regulated market on which the issued securities are traded: Shares on Bucharest Stock Exchange GDRs on London Stock Exchange
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