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UAMT S.A. - UAM

Notice of OGSM 08.11.2018

Release Date: 10/5/2018 8:00:10 AM

IRIS Code: 90FA9

 

 
   

 

Nr.Reg.Com. J05/173/1991

C.I.F.  RO 54620

Capital Social

17.766.860 lei

Tel: +40 259 451026; +40 359 401677

Fax:+40 259 462066; +40 359 401676

 Mobil:  40 730 631737; +40 741 069069

 e-mail: office@uamt.ro

Catre: Bucharest Exchange, Transaction Issuers Market Department

            Financial Supervisory Authority    

CURRENTLY REPORT

According to ASF Statue No.5/2018

Report date: 05.10.2018

Company’s name: SC UAMT SA

Headquaters: ORADEA, 410605 Str.Uzinelor Nr.8, jud.Bihor

Telephone no./fax: 0259 451026; 0359 401677 / 0259 462066; 0359 401676

Unique registration code: RO 54620

Serial number in Trade register: J05/173/1991

Registered capital subscride and paied: 17.766.860,00 lei

Market that are traded issued values: Bucharest Stock Exchange

 

Important event to report : Ordinary General Shareholders Meeting Convocation

 

Under Companies Law provisions no. 31/1990 and Law no.297/2004 regarding market capital, considering the provisions of ASF statutes no.5/2018 , the Administration Board of S.C. UAMT S.A. Oradea, convened in the meeting of 04.10.2018, summons the Extraordinary General Shareholders Meeting on 08.11.2018, at 14:00, at the company’s establishment, for all shareholders registered in Shareholders Register at the end of the day 29.10.2018, considered as reference date. Only the persons who are shareholders on the mentioned reference date have the right to participate and vote in the General Meeting.

 

The agenda is the following:

1.    The ratification of the Administration Council’s Decision of 24.09.2018 regarding of the renewal of multiproduct credit line counting 25.000.000 lei.
2.  Mandate the Administration Council to decide about company representation in relation with the banks, to decide about the completion of the convention with the banks, credit contracts, regardless of value, also guarantee contracts of any credits, including extension contracts of credit lines and guarantee contracts of them, including the renegotiation of the credit conditions.
3.  Mandate the Administration Council to identify and to alienate goods which or not used in current automotive activity of UAMT S.A. company.
4.  Mandate the Administration Council to decide about the asset buy and sell activities, pledge/mortgage, tenancy, liquidation of one or more units of the society, foundation of new units, both their own, and their companies to which UAMT S.A. has participations in, including modification of constitutive documents of these societies, as well as participation at the social capital of other societies or participation of the foundation of new societies, also retire from this kind of societies, as the case.
5.  Mandate the Administration Council  to develop the automotive activity  of UAMT S.A. company by collaboration with strategic identified investors which will be interested to collaborate with UAMT S.A. company, having negation mandate for these assets.
6.      Nominated of 2 (two) administrators, to join at the current structure of the Administration Council. As per Article 117(6) of Companies Law no. 31/1990, the proposed list by Administration Council which can be filled by shareholders until the 24.10.2018, has the following persons with the information requested by law:
·         STANCIU IOAN, resident in Oradea, profession – economist
·         STANCIU HORIA ADRIAN, resident in Oradea, profession – economist.
7. Approval of the date 27.11.2018 as date of registration proposed by the Administration Council to identify the shareholders who are affected by AGA decisions and 26.11.2018 as ex-date.

            In the situation of non-accomplish the conditions regarding the holding of Ordinary General Shareholders Meeting, is convened the second meeting on 09.11.2018, at 14:00 in the same place and with the same agenda of the day.

Only the shareholders registered on the reference date can participate and vote in the General Meeting or can be represented by other persons than the shareholders, based on special power of attorney or general power of attorney, made according with the law provisions.

The access of the shareholders to the General Meeting is made by simple proof of their identity, made in case of shareholders natural persons with identity documents and in case of companies or natural persons represented by special power of attorney or general power of attorney made according with the law, given to the individual who represent them.

The special power of attorney or the general power of attorney made according with the law will be done (either in Romanian language, or in English language), in three original samples (one for the company, one for the represented person, one or the representative) and can be obtained (in Romanian and in English) either at the headquarters of the company or downloaded from the website www.uamt.ro, starting with the date of 09.10.2018, at 10 :00 o’clock. After the completing and the signing of the documents, these will be submitted to the establishment of the company until 07.11.2018, at 08:00, or by electronic transmission to the address resurse.umane@uamt.ro .

 The registered shareholders on the reference date in the Shareholders Register have the possibility to vote by correspondence before the General Shareholders Meeting, by using the correspondence voting form (in Romanian and in English, available at the company’s headquarters and on the website www.uamt.ro ).

The correspondence vote forms completed (either in Romanian or in English) and signed, with the copy of the valid identity card of the shareholder (identity card in case of natural person, registration certificate and copy of the identity card of the representative in case of companies) will be sent to the society, with confirmation of receiving, in such way as to be registered as received at the latest on the 07.11.2018, at 08:00. The forms received after this date will not be taken in consideration in order to determine the majority and the quorum in AGA.

One or more of the shareholders representing individually or together at least 5% of the social capital, have the right to introduce, with the deadline of 15 days from the date of publishing the convocation of the meeting, respectively the date of 24.10.2018, new points on the agenda, under the condition that each point should be accompanied by a justification or a decision project proposed to be adopted and to present in term of maximum 15 days from the date of publishing the convocation, respectively the date of 24.10.2018, decision projects for the points included or proposed to be included on the agenda of the general meeting. These rights can be posted in written, at the society by courier or by electronic ways.

The list of appointing administrators will include information on the name, home town and professional qualification of the persons proposed for this function. This list is at the disposal of the shareholders and can be consulted and completed by them until 24.10.2018.

Each shareholder has the right to address questions related to the points in the agenda of the General Meeting, at the latest one working day before the date of the General Meeting, respectively on 07.11.2018. The questions can be sent in written, together with copies of the valid identity cards in case of individuals and registration certificate in case of companies. The company will formulate a general answer for the questions with the same content and will be available on the website of the company in shape of question-answer.

The documents, materials regarding points of the agenda, decisions project, special power of attorney form and corresponding voting form will be available to the shareholders at the headquarters of the company and on the company’s website www.uamt.ro, starting with the date of 09.10.2018.

 

Additional information can be obtained at the headquarters of the company or by phone 0259 451026 extension 339.

 

 

Chairman of the Administration Board

Olimpia Doina Stanciu

 

 



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