SNGN ROMGAZ SA

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SNGN Romgaz : Special power of attorney for Individual Shareholders - updated

10/14/2021 | 05:32am

SPECIAL POWER OF ATTORNEY

FOR INDIVIDUAL SHAREHOLDERS

for the Ordinary General Meeting of Shareholders of

S.N.G.N. "ROMGAZ" - S.A. on October 27/28, 2021

I, the undersigned, [_______________________________], (to be filled in with the first and last name of the individual shareholder), identified with identity card/ passport series [_______], no. [________________], issued by [____], on [_______________], personal identification number [________________________], domiciled in [___________________________________________________],

shareholder on the Reference Date, i.e. October 15, 2021, of S.N.G.N. "ROMGAZ" - S.A., company managed under an one-tier system, incorporated and operating under the laws of Romania, registered with the Trade Register Office attached to Sibiu Law Court under number J32/392/2001, fiscal code RO 14056826, having its registered office at Medias, 4 Constantin Motas square, Sibiu county, Romania, with the subscribed and paid-up share capital in amount of RON 385,422,400 (the "Company"),

holding a number of ________________ shares, representing ___________% of the total 385,422,400 shares issued by the Company, which entitles me to a number of _________________voting rights in the Ordinary General Meeting of Shareholders, representing ____________% of the total 385,422,400 voting rights,

hereby appoint:

[________________________________] (to be filled in with the first name and last name of the appointed individual being granted this power of attorney), identified with identity card/ passport series [________________________], no. [____], issued by [____], on [___________], personal identification number [________________________], domiciled in [______________________________________________________],

OR

[_____________________________] (to be filled in with the legal name of the appointed legal person being granted this power of attorney), having its registered office at [____________________________], registered with the Trade Register/equivalent body for non-resident legal persons under no. [___________], fiscal code/equivalent registration number for non-resident legal persons [___________], legally represented by [____________________________] (to be filled in with the first name and last name of the legal representative), identified with identity card/ passport series [____], no. [____________], issued by [__________________], on [_____________], personal identification number [_____________________], domiciled in [___________________________________________________________],

as my representative in the Ordinary General Meeting of Shareholders of S.N.G.N. "ROMGAZ" - S.A. (hereinafter referred to as OGMS) to be heldon October 27, 2021, 1:00 pm (Romania time), at the S.N.G.N. ROMGAZ S.A. working point located in Bucharest, Sector 1, 59 Grigore Alexandrescu Street, 5th floor, or, in the event that the OGMS of S.N.G.N. "ROMGAZ" - S.A is not held at the date of the first convening, at the date of the second convening of the OGMS of S.N.G.N. "ROMGAZ" - S.A., i.e. October 28, 2021, 1:00 pm (Romania time) to be held at the S.N.G.N. ROMGAZ S.A. working point located in Bucharest, Sector 1, 59 Grigore Alexandrescu Street, 5th floor, to exercise the voting rights pertaining to my holdings registered in the shareholders register as at the Reference Date, October 15, 2021, as follows:

The draft Resolution for item 1 on the agenda:

"Ratifies/approves Addendum No. 14/2021 to the Natural Gas Sales Contract No. 8/2016 concluded with Societatea Electrocentrale Bucuresti S.A.".

For __________ Against_________ Abstain_________

The draft Resolution for item 2 on the agenda:

"Approves to initiate the selection procedure of the members of the Board of Directors of Societatea Nationala de Gaze Naturale "ROMGAZ" S.A., pursuant to the provisions of the Government Emergency Ordinance No. 109/2011 on Corporate Governance of Public Enterprises, approved with amendments by Law No. 111/2016. The Ministry of Energy on behalf of the Romanian State shareholder will organize the selection procedure".

For __________ Against_________ Abstain_________

The draft Resolution for item 3 on the agenda:

"Authorises the Chairperson and the Secretary of the meeting to sign the resolution of the Ordinary General Meeting of Shareholders".

For __________ Against_________ Abstain_________

This special power of attorney:

· is valid only for the OGMS it was requested for (having a single exception mentioned below), and the representative has the obligation to vote in accordance with the instructions given by the appointing shareholder;

· is also valid for the second convening of the same OGMS on October 28, 2021, 1:00 pm (Romania time) to be held at the S.N.G.N. ROMGAZ S.A. working point located in Bucharest, Sector 1, 59 Grigore Alexandrescu Street, 5th floor, if the meeting does not meet the legal or statutory requirements for convening on October 27, 2021, 1:00 pm (Romania time);

· the deadline for registering the special power of attorney at the Company is October 25, 2021, 11:00 am (Romania time);

· is made in 3 originals: one original is for the appointing shareholder, one original is for the appointed person and one original will be submitted to the Company's headquarters;

· shall be signed on each page and dated by the appointing shareholder;

· all the sections shall be filled in by the appointing shareholder.

Date of the special power of attorney: [____________]

First and last name: [_____________________________] (to be filled in with the first and last name of the individual shareholder, legible, in capital letters)

Signature: [______________________] (to be filled in with the signature of the individual shareholder)

2

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SNGN Romgaz SA published this content on 14 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 October 2021 09:31:02 UTC.

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