CURRENT REPORT IN ACCORDANCE WITH ASF REGULATION 5/2018

  • RECIPIENT OF THE REPORT : BUCHAREST STOCK EXCHANGE ASF ( Supervisory Authority _ Financial )
  • DATE OF THE REPORT : 15.03.2022
  • NAME OF THE ISSUING COMPANY : SINTEZA SA
  • HEAD OFFICE : Sos . Borsului no. 35, Oradea jud.BIHOR
  • PHONE : 0259456116; 0259444969, FAX: 0259462224
  • UNIQUE ORC REGISTRATION CODE : 67329
  • REGISTRATION NUMBER AT THE TRADE REGISTER OFFICE: J / 05/197/1991
  • SUBSCRIBED AND PAYED SHARE CAPITAL : 9916888, 50 LEI
  • REGULATED MARKET ON WHICH THE ISSUED SECURITIES ARE TRADED : BVB

IMPORTANT REPORTING EVENT : Decision of the Extraordinary Shareholders ' Meeting dated

March 15, 2022

The extraordinary general meeting of shareholders legally convened, held on March 15, 2022, at 12.00 with the participation a 83.05 % of the share capital , decides the following :

1. Ratification of the Decision of the Board of Directors dated 04.08.2021, which has the following content:

"1. 12- month extension of the working capital line in the amount of 1,050,000 Euros from the current maturity

  1. Extension maturity ceiling issuance of SGB in the amount of 530,000 Euros for 12 months , until 21.09.2023, respectively extension withdrawal period until 19.09.2022, in conditions imposed by Banca Transilvania , in this case supplementing the guarantee by establishing, until 15.10.2021, of a mortgages in favor of BT on property located in Oradea, street Cluj no. 159, Bihor county , property of Sinteza SA as well as the maintenance of the guarantees constitute in favor of Banca Transilvania, respectively
    - Real estate mortgageson ground and constructions , located in Oradea, sos Borsului no.35, registered in CF no. 204333 and CF no. 204334 Oradea;
    - Movable mortgage on accounts opened with Banca Transilvania;
    The additional guarantee will be constituted both for the credit line and for the SGB issuance ceiling and will be subject to the approval of the EGMS of SINTEZA.
  2. To authorize the General Manager of the company, Mr. STOIA TUDOR-IOAN , to represent the company, to sign the contracts for the extension of the working capital line, the contracts for the extension of the Guarantee Letter Ceiling, the guarantee contracts, all legal acts and documents necessary in order to fulfill those decided in the above points. "
  1. Ratification of the legal acts concluded by the management of the company in view of the extensions and the acts of constitution of the above mentioned guarantees;; _
  2. Ratification of the Decision Of the Board of Directors dated 09.02.2022 regarding the approval of the contracting following financing :
    - Contracting a financing for the current activity, by Sinteza SA from Unicredit Bank SA, in the amount of 330,000 euros, for a period of up to 18 months and establishing the following guarantees:
    a) Real movable mortgage on current accounts opened with Unicredit Bank SA
  1. The movable mortgage on the receivables and / or stocks of the company, according to the negotiations with the bank
    - Contracting a financing for the current activity, with SME Invest guarantee, by Sinteza SA from Unicredit Bank SA, amounting to RON 5,000,000, for a period of 36 months and establishing the following guarantees:
  1. Real movable mortgage on current accounts opened with Unicredit Bank SA
  2. SME Invest Guarantee
    In order to carry out the credit relations with Unicredit Bank SA and to implement the aforementioned transactions, the power of attorney of Mr. Stoia Tudor, Romanian citizen, domiciled in Bucharest, as General Manager, to represent it in the name and for the Company, with full powers before the Bank, the central and local public authorities, as well as any other natural and / or legal persons, to negotiate / renegotiate and accept the contractual clauses, to sign all credit and guarantee agreements concluded with the Bank, including the additional documents will conclude as a result of the negotiations, as well as any other documents necessary in connection with these contracts or any other legal act concluded by the parties in connection with them, to conclude the insurance policies for the goods brought as collateral and to assign in favor of from these Policies, to carry out any other activity that it will consider necessary for the purpose of s you mentioned.
  1. Approval empowering the Board of Directors to conclude legal acts in the name and on behalf of the company, by which to acquire, alienate, exchange, pledge assets in the company's patrimony or to contract financing for current activities, working capital, investment loans , other intended, up to a value not exceeding EUR 1,563,000 ;
  2. Approval of the sale of property registered in CF 166722 Oradea, land with constructions industrially and building , with an area of 9142 sqm , located in Oradea, Calea Cluj no. 159 , owned by the company at the price of EUR 563,000 ;
  3. Approval of the sale of property in CF 10563 Sîntandrei , with transmission of the environmental obligations , land with constructions , with an area of 173411 sqm , located in Oradea owned by company and the establishment selling price , based on Evaluation report , prepared by the authorized evaluator Darian DRS SA;
  4. Approval of the waiver of the property right over the land with an area of 1647 sqm (1438 sqm with cadastral no. 202584 Oradea and 209 sqm with cadastral no. 198244 Oradea), land owned by SINTEZA SA, in favor of Oradea Municipality;
  5. To authorize the Chairman of the Board of Directors to sign on behalf of shareholders EGMS decisions and anything other documents related to them , to fulfill any act or formality required by law for fulfillment of the EGMS decisions , as in name and on account company to carry proceeding looking the sale real estate , negotiation price , signing and completion pre - contracts / sales contracts purchase authentic , signing credit agreements, to fulfill all formalities needed related the above purposes , in relations with the authorities competent authorities ( notary , banks ) inclusive publication formalities _ and their registration at the Office Register COMMERCE or whatever _ other authority competence (ASF, BVB, Depozitarul Central SA, others entity publicly or private). President Board of Directors may be delegate all or part of the powers conferred above another _ people for of perform this mandate .
  6. Approval of the registration date, dated 06.04.2022, according to which the shareholders on whom the effects of the GMS decisions will be reflected will be identified, in accordance with the provisions of art.
  1. of Law 24/2017 and the establishment of the date of 05.04.2022 as ex-dates according to art.2, letter l of the ASF Regulation no. 5/2018;
    Pursuant to this decision, all the formalities related to the publicity and registration of the corresponding

mentions at the Trade Register Office are to be fulfilled, by the care of the Board of Directors of the company.

THE CHAIRMAN OF THE BOARD OF DIRECTORS,

Alexandru Savin

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Sinteza SA published this content on 15 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 March 2022 12:51:07 UTC.