OGSM resolutions 18 August 2023

Fondul Proprietatea S.A.

18 August 2023

 

To:          Bucharest Stock Exchange                 Financial Supervisory Authority                London Stock Exchange Current report according to Article 234 para. (1) letter d) and e) of the Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial instruments and market operations, as well as the provisions of Article 99 letter a) of the Code of the Bucharest Stock Exchange, Title II, Issuers and Financial Instruments Important events to be reported: The resolutions of the Ordinary General Meeting of Shareholders of Fondul Proprietatea S.A. held on 18 August 2023 Franklin Templeton International Services S.À R.L, in its capacity as Alternative Investment Fund Manager and Sole Director of Fondul Proprietatea SA ("Fondul Proprietatea / the Fund"), hereby, announces that on 18 August 2023, the Fund's Ordinary General Shareholders Meeting ("OGM") was held at "Radisson Blu" Hotel, 63-81 Calea Victoriei, Atlas I Room, 1st District, Bucharest, 010065, Romania, commencing 11:00 am (Romanian time). The meeting was chaired by Mr. Johan Meyer, the Permanent Representative of Franklin Templeton International Services S.à r.l., the Sole Director of the Fund. The shareholders of the Fund decided the following with respect to the 18 August 2023 OGM Agenda:   Ø To approve Item 2 on the OGM Agenda, respectively: "The approval of the payment of a special dividend in gross amount of RON 1.7225 per share resulting from collections, amounting to RON 9,281,212,040 resulting from the initial public offer of shares held by Fondul Proprietatea in SPEEH Hidroelectrica S.A. The distribution of collections resulting from the sale of SPEEH Hidroelectrica S.A. shares as special dividends was approved during the Extraordinary General Meeting of Shareholders of Fondul Proprietatea, according to Resolution no. 3/15.11.2022, item I." (Item added on the agenda at the request of the shareholder Ministry of Finance) Ø To approve Item 3 on the OGM Agenda, respectively: "The approval of: (a) The date of 7 September 2023 as the Ex - Date, in accordance with Article 176 paragraph (1), computed with the provisions of Article 2 paragraph (2) letter (l) of Regulation no. 5/2018; The date of 8 September 2023 as the Registration Date, in accordance with Article 176 paragraph (1) of Regulation no. 5/2018, computed with the provisions of Article 87 paragraph (1) of Issuers' Law; and of The date of 29 September 2023 as the Payment Date, in accordance with Article 178 paragraph (2) of Regulation no. 5/2018, computed with the provisions of Article 87 paragraph (2) of Issuers' Law. As they are not applicable to this OGM, the shareholders do not decide on the other aspects provided by Article 176 paragraph (1) of Regulation no. 5/2018 such as date of the guaranteed participation. (b) The empowerment, with authority to be substituted, of Johan Meyer to sign the shareholders' resolutions, as well as any other documents in connection therewith, and to carry out all procedures and formalities set out by law for the purpose of implementing the shareholders' resolution, including formalities for publication and registration thereof with the Trade Registry or with any other public institution." Item 1 on the 18 August 2023 OGM agenda was not approved. Please recall that Item 1 on the OGM agenda refers to: "The approval of the payment of a special dividend with a gross value of RON 1.4942 per share from the retained earnings according to the latest available audited financial statements. The payment will be made out of the proceeds from the initial public offering of shares held by Fondul Proprietatea in SPEEH Hidroelectrica S.A., in accordance with the supporting documentation. The shareholders approve that the payment of the dividends to start on the Payment Date of this OGM (as defined at point 3 of this OGM) to the persons registered as shareholders of Fondul Proprietatea on the Registration Date (as defined at point 3 of this OGM). Treasury shares do not constitute dividend entitlement." 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: 18 August 2023 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: [phone] Email: [e-mail] Internet: www.fondulproprietatea.ro 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 3,233,269,110.76 Number of shares in issue and paid-up: 6,217,825,213 Regulated market on which the issued securities are traded: Shares on Bucharest Stock Exchange GDRs on London Stock Exchange

 

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