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UAMT S.A. - UAM

Notice of O&EGSM 27.12.2022

Release Date: 11/23/2022 4:37:11 PM

IRIS Code: FC750

 

 
   

 

Nr.Reg.Com. J05/173/1991

C.I.F.  RO 54620

Capital Social

17.766.859,95 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: 23.11.2022

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: 17.766.859,95 lei

Market that are traded issued values: Bucharest Stock Exchange

 

Important event to report : Extraordinary and Ordinary General Shareholders Meeting Convocation

 

Under Companies Law provisions no. 31/1990 and Law on issuers of financial instruments and market operations no. 24/2017, considering the provisions of ASF Statutes no.5/2018, the Administration Board of S.C. UAMT S.A. Oradea meeting on 23.11.2022, convened the Extraordinary General Meeting of Shaerholders on 27.12.2022, at 10:00 a.m. and the Ordinary General Meeting of Shareholders on 27.12.2022, at 11:00 a.m., at the company’s establishment, for all shareholders registered in Shareholders Register at the end of the day 15.12.2022, considered as the reference date. Only the persons who are shareholders on the mentioned reference date have the right to participate and vote in the General Meetings.

 

The agenda for the Extraordinary General Meeting is as follows:

1.           Approval of the amendment of Article 17 paragraph 1 of the Constitutive Act with the following content: "The Company shall be managed by a Board of Directors composed of 3 members, elected by the General Meeting of Shareholders for a period of 4 years, with the possibility to be removed or re-elected for the same period."

2.           Approval of the sale of the land property of UAMT S.A. located in Oradea, Uzinelor street, Bihor county, cadastral 209841 Oradea.

3.           Approval of the mandate of the Board of Directors to negotiate the price, the terms of payment and the clauses of the sale contract of the land approved for sale.

4.           Approval of the date 20.01.2023 as the registration date proposed by the Administration Board for identifying the shareholders who are affected by AGA decisions and 19.01.2023 as ex date.

 

The agenda for the Ordinary General Meeting is as follows:

1.                  Approval of the revocation of the current members of the Board of Directors.

2.                  Approval of the discharge of the current members of the Board of Directors for the period during which they have served as directors.

3.                  Approval of the new members of the Board of Directors. It is proposed to appoint the following members: Mrs. STANCIU OLIMPIA DOINA, Mr. STANCIU BOGDAN CIPRIAN, Mr. STANCIU HORIA ADRIAN. The list containing information on the names, place of residence and professional qualifications of the persons proposed for the post of director is available for consultation and completion by shareholders. Shareholders will be able to submit until 23.12.2022, 16.00 at the latest proposals for persons to be appointed as members of the Board of Directors.

4.                  Approval of the date 20.01.2023 as the registration date proposed by the Administration Board for identifying the shareholders who are affected by AGA decisions and 19.01.2023 as ex date.

 

            In the situation of non accomplishing the conditions regarding the holding of Extraordinary General Shareholders Meeting, is convened the second meeting on 28.12.2022, at 10:00 in the same place and with the same agenda of the day.

In the situation of non accomplishing the conditions regarding the holding of Odinary General Shareholders Meeting, is convened the second meeting on 28.12.2022, at 11:00 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 Meetings 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 acces 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 natural person 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 exemplaries (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 headquaters of the company ot downloaded from the website www.uamt.ro, starting with the  publication date of this convocation, respectively  25.11.2022. After the completing and the signing of the documents, these will be submitted to the establishment of the company until 23.12.2022 at 16:00, 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 corespondence before the General Shareholders Meeting, by using the corespondence voting form (in romanian and in english, available at the company’s headquaters and on the website www.uamt.ro ).

The corespondence vote forms completed (either in romanian or in english) and signed, with the copy of the valid identity card belonging to 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 23.12.2022, at 16:00. The forms received after this date will not be taken in consideration in order to determine the majority and the cvorum in AGA.

One or more of the shareholders representing individualy 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 09.12.2022, 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, decision projects for the points included or proposed to be included on the agenda of the general meeting. These right scan be posted in written, at the society by courier or by electronic ways.

Each shareholder has the right to adress 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 23.12.2022. The questions can be sent in written, together with copies of the valid identity cards in case of natural persons 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 corespondin voting form will be available to the shareholders at the headquqaters of the company and on the company’s website www.uamt.ro, starting with the date of 25.11.2022.

 

Aditional information can be obtained at the headquaters of the company or by phone 0259 451026 externsion 339.

 

 

Chairman of the Administration Board

Olimpia Doina Stanciu

 

 



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