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SANTIERUL NAVAL ORSOVA S.A. - SNO

OGSM resolutions January 10, 2019

Release Date: 1/10/2019 4:23:02 PM

IRIS Code: AF1CC

S.C. SANTIERUL NAVAL ORSOVA S.A.

_________________________________________________________________________________________________________________________________________________________

 

To:

THE STOCK EXCHANGE – Department for Operations Issuers of Regulated Markets

FINANCIAL MONITORING AUTHORITY – Sector of Instruments and Financial Investment

 

 

CURRENT REPORT ACCORDING TO LAW NO. 24/2017 AND TO THE ASF REGULATION NO. 5/2018 CONCERNING THE ISSUERS OF FINANCIAL INSTRUMENTS AND MARKET OPERATIONS

 

Date of the Report: 10.01.2019

 

Trading company: S.C. SANTIERUL NAVAL ORSOVA S.A;

Main headquarters: no. 4 Tufari Street, Orsova Town, Mehedinti County;

Phone number: 0252/362399; Fax no.: 0252/360648

Unique registration code at the Trade Register Office: RO 1614734;

Number and registration date at the Trade Register Office: J25/150/03.04.1991;

Share capital issued and paid up: 28.557.297,5 lei

Number of shares: 11.422.919 common shares, of 2,5 lei each;

It is listed at the Stock Exchange Bucharest, STANDARD categories under symbol: SNO;

 

IMPORTANT EVENT TO REPORT:

 

THE RESOLUTION NO. 46 FROM THE DATE OF 10.01.2019

 OF THE GENERAL ORDINARY MEETING OF THE SHAREHOLDERS

 

     General Ordinary Meeting of Shareholders from SC SANTIERUL NAVAL ORSOVA S.A., scheduled for the date of 10/11 January 2019, held his works at first calling, respectively 10th of January 2019, 10:00 AM, being accomplished conditions of quorum and publicity in according with legal provisions (Law of commercial companies no. 31/1990, republished, with subsequent additions and modifications; Law no. 297/2004 regarding capital market and ASF regulation no. 5/2018), as results from the minutes of the technical secretariat of the meeting, respectively:

·         Announcement of the General Ordinary Meeting of the Shareholders convocation was published at least 30 days before meeting in :

-          “ Official Journal” IVth part, no. 4637 from 06.12.2018

-          “Datina” Magazine no. 7251 from 06.12.2018

-          “BURSA” Magazine no. 223 from 06.12.2018

·         Materials to be debated was published on company`s website www.snorsova.ro at the term announced on the convocation, respectively 06.12.2018, with access rights for all interested persons.

·         From total number of shareholders enrolled in shareholder`s register, given by Depozitarul Central SA Bucuresti, at the reference date of 27th December 2018, expressed there votes – directly and via correspondence, shareholders detaining 91,4 % from social capital, being fulfilled quorum conditions, in according with art. 112 from Comercial Companies Law no. 31/1990, republished, with subsequent additions and modifications and art. 15, 3rd alignment from Constitutive Act.

                                                                             

              Present shareholders at the general ordinary meeting of shareholders take act of preliminary achievements for year 2018, in comparison with provisions of IEB, as they were presented at the first point from agenda.

 

         After discussion of all other materials on the agenda, General Ordinary Shareholders Meeting,

 

DECIDE:

 

Art.1. The income and expenses budget and the investment program are unanimity approved, for the year 2019, in the form presented, with precision that the net profit to be shared for the years 2018, respectively 2019 will concluded in General Ordinary Shareholders meeting;

 

Art.2.  The amendment of the clauses in the Administration Contract is approved according to the addendum as proposed by the main shareholders SIF Transilvania, as it was initially published:  

-          Votes „ for”           5.736.346 , representing 54.94% from total expressed votes

-          Votes „ against”   4.704.937

-          Abstentions                        0

       

Art.3. The amendment of the clauses in the Tenure Contract is approved according to the addendum submitted;  

-          Votes „ for”           7.240.946 , representing 69.35% from total expressed votes

-          Votes „ against”   3.200.337

-          Abstentions                        0

       

Art.4. The designation of Mr Ola Gavril is unanimly approved as conventional proxy representative who is entited to sign the Addendum to the Administration Contract, on behalf of the company;

 

Art.5. The empowerement of Mr. Mircea Ion Sperdea, the general manager of the company is approved in order to sign the resolution of the General Ordinary Meeting of the Shareholders (AGOA) and of any other necessary documents for the execution of the AGOA Resolution and for the realization of the formalities in view of publicity and registration.

           

Present decision is integrant part of the minutes issued by the nominee commission in this sense and will be given to publicity in according with legal dispositions, regarding continuously information of shareholders.

            This decision, adopted with quorum concluded by law, will be deposed in legal term to Commerce Registry Office from Mehedinty County to be mentioned on register and published in Official Journal of Romania, IV-th part, and one original accompanied by all other documents provided by legal norms will issued to Financial Surveillance Authority and Stock Exchange Bucarest, by caring of general manager of company, mr. eng. Sperdea Mircea Ion.

 

 

PRESIDENT OF THE MANAGING BOARD,

Ec. Manager Mihai Fercala

 

 

MINUTES ISSUING COMMISION:

1.    Ing. Stoinel Florin

2.    Ec. Cirstoiu Maria

3.    Ing. Mangu Marin

 

 



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