To,

The Financial Supervisory Authority The Bucharest Stock Exchange

Current report according to Financial Supervisory Authority Regulation no. 5/2018

Date of report:

April 27th, 2022

Name of the issuing entity:

VRANCART S.A.

Registered office:

Adjud, 17th Ecaterina Teodoroiu Street,

Vrancea County

Telephone/fax no.:

0237-640.800/0237-641.720

Tax Identification Number:

RO 1454846

Trade Registry registration no.:

J39/239/1991

Subscribed and paid-in share capital:

RON 120,338,551.40

The regulated trading market:

The Bucharest Stock Exchange

Major events to report:

On April 27th, 2022, at 1100 AM, at the first Convening, the Ordinary General Meeting of Shareholders of VRANCART met at the Company's registered office in Adjud, 17th Ecaterina Teodoroiu Street, Vrancea County.

The Ordinary General Meeting of Shareholders was attended by shareholders with a total of 1,139,804,604 shares, representing 94.7165% of the total share capital, voting by correspondence, the Meeting being statutory.

The convening of the Ordinary General Meeting of Shareholders VRANCART S.A. was done by publishing the Convening Notice in the Vrancea Newspaper dated March 23rd, 2022, in the Official Gazette of Romania, Part IV, no. 1163 dated March 21st, 2022, as well as by notifying the BSE, FSA and publishing it on the Company's website.

Following the discussion of the items on the Agenda, the Ordinary General Meeting of Shareholders adopted the following resolutions:

RESOLUTION no. 1 dated April 27th, 2022

Art. 1. Approval of the Reports of the Board of Directors and of the Financial Auditor (individual and consolidated) for the financial year 2021.

Art. 2. Approval of the individual Financial Statements for the financial year 2021 (Statement of Financial Position, Statement of Comprehensive Income, Statement of Cash Flows, Notes to the Financial Statements), prepared in accordance with I.F.R.S.

Art. 3. Approval of the consolidated Financial Statements for the financial year 2021 (Statement of Financial Position, Statement of Comprehensive Income, Statement of Cash Flows, Notes to the Financial Statements), prepared in accordance with I.F.R.S.

RESOLUTION no. 2 dated April 27th, 2022

Sole article. Approval of the Report of the Chairman of the Board of Directors on the coordination of the Board's activity in 2021.

RESOLUTION no. 3 dated April 27th, 2022

Sole article. Approval to give discharge to the Board of Directors for the financial year 2021.

RESOLUTION no. 4 dated April 27th, 2022

Sole article. Approval to distribute dividends with a gross amount of 0.0042 lei/share (respectively a total amount of the dividends of 5,054,219 lei) from the profit corresponding to the financial year 2021.

RESOLUTION no. 5 dated April 27th, 2022

Sole article. Approval to bear the expenses related to the payment of dividends from the financial resources of VRANCART (bank charges, postage fees and other expenses of the same kind).

RESOLUTION no. 6 dated April 27th, 2022

Sole article. Approval of the Revenues and Expenditures Budget and Investment Plan for the financial year 2022.

RESOLUTION no. 7 dated April 27th, 2022

Sole article. Approval of election of a new Board of Directors of the Company, for a term of 4 (four) years, until April 27th, 2026, consisting of:

  • 1. IONEL - MARIAN CIUCIOI - member

  • 2. ADRIAN FERCU - member

  • 3. BOGDAN - ALEXANDRU DRĂGOI - member

  • 4. RACHID EL LAKIS - member

  • 5. SERGIU MIHAILOV - member

Sole article. Approval of the remuneration of the members of the Board of Directors for the financial year January 1st, 2022 - December 31st, 2022, in the same amount as the previous year.

RESOLUTION no. 9 dated April 27th, 2022

Sole article. Approval of the general limits of all the additional remunerations of the members of the Board of Directors for the financial year January 1st, 2022 - December 31st, 2022, in the same amount as the previous year.

RESOLUTION no. 10 dated April 27th, 2022

Sole article. Approval of the general limit of the monthly remuneration provided by the mandate agreement of the General Manager for the financial year January 1st, 2022 - December 31st, 2022, in the same amount as the previous year.

RESOLUTION no. 11 dated April 27th, 2022

Sole article. Approval of the Remuneration Report for the Company's directors for the year 2021, in accordance with the provisions of Article 107, paragraph (6) of Law no. 24/2017 on issuers of financial instruments and market operations, republished.

RESOLUTION no. 12 dated April 27th, 2022

Sole article. Approval of the ratification of Resolutions no. 17 / April 7th, 2021, no. 18 / April 7th, 2021, no. 19 / April 7th, 2021, no. 20 / April 7th, 2021 and no. 31 / May 28th, 2021 of the Board of Directors of the Company.

RESOLUTION no. 13 dated April 27th, 2022

Sole article. Approval of the date September 12th, 2022 as the ex date, as defined by the provisions of the Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial instruments and market operations.

RESOLUTION no. 14 dated April 27th, 2022

Sole article. Approval of the date September 13th, 2022 as the registration date, as defined by the provisions of the Financial Supervisory Authority Regulation No 5/2018 on issuers of financial instruments and market operations, that defines the shareholders that the decisions made within the Ordinary General Meeting of the Shareholders of April 27th, 2022 shall be reflected upon.

Sole article. Approval of the date October 3rd, 2022 as the payment date, as defined by the provisions of the Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial instruments and market operations.

RESOLUTION no. 16 dated April 27th, 2022

Sole article. Approval of empowering of the Chairman of the meeting and of the meeting Secretary to sign the decisions of the Ordinary General Meeting of the Shareholders to be held on April 27th, 2022.

The voting result for the 16 Resolutions of the Ordinary General Meeting of Shareholders held on April 27th, 2022 is:

OGMS Resolutions

Number of votes

% IN FAVOUR

% AGAINST

% ABSTENTION

% CANCELLED

% TOTAL

1/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

2/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

3/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

4/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

5/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

6/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

7/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

8/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

9/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

10/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

11/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

12/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

13/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

14/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

15/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

16/ April 27th, 2022

1,139,804,604

100%

0

0

0

100%

Following the Ordinary General Meeting of Shareholders held on April 27th, 2022, among others, the Audited Financial Statements (individual and consolidated) for the financial year 2021 (prepared in accordance with I.F.R.S. ), the Annual Report of the Board of Directors (individual and consolidated), the Report of the Financial Auditor (individual and consolidated), the Report of the Chairman of the Board of Directors, the Declaration of Compliance with the Corporate Governance Code of the Bucharest Stock Exchange, the Remuneration Report, the Income and Expenditure Budget for 2022 and the Investment Plan for 2022 were approved.

Chairman of the Board of Directors

Ionel-Marian CIUCIOI

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Disclaimer

Vrancart SA published this content on 27 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2022 12:54:05 UTC.