Sinteza S.A.

Regulatory Filings • Nov 27, 2017

SINTEZA S.A. Şos. Borşului nr. 35 410605 ORADEA - ROMANIA

www.sinteza.ro

C.U.I.: R0 67329 Nr. înreg. ORC-Bihor: J.05/197/1991

Cont BTRL: RO86BTRL00501202N98396XX Banca : Transilvania Oradea

Cont EXIM: RO48EXIM109000019389RO01 Banca : EXIM BANK ORADEA Cont BRD: RO79BRDE050SV07449460500

Banca : BRD Oradea

CURRENT REPORT ACCORDING TO REGULATION C.N.V.M. 1/2006

REPORT ADDRESSEE: BUCHAREST STOCK EXCHANGE

A.S.F.(NATIONAL SECURITIES COMMISSION)

• REPORT DATE: 11/27/2017
• DESIGNATION OF THE ISSUING COMPANY: S.C. SINTEZA S.A.
• HEAD OFFICE: Sos. Borsului no. 35, Oradea BIHOR county
• PHONE: 0259456116 ; 0259444969, FAX: 0259462224
• TAX ID NO AT TRADE REGISTER OFFICE: 67329
• ORDER NO. AT TRADE REGISTER OFFICE : J/05/197/1991
• SUBSCRIBED AND PAID UP SHARE CAPITAL: 9916888,50 LEI
• REGULATED MARKET WHERE SECURITIES ARE TRADED AND ISSUED: BVB

IMPORTANT EVENT TO BE REPORTED: Initiate the Financial Auditor selection procedure

OFFICIAL NEWS

on the initiation of the selection procedure of the Financial Auditor according to the provisions of Regulation (EU) No. 537/2014 and ASF Regulation no. 27/2015 for appointment by Ordinary General Meeting of Shareholders SINTEZA SA Oradea

In accordance with the provisions of Regulation (EU) No.537 / 2014 and ASF Regulation no. 27/2015, the Board of Directors of Sinteza SA Oradea decided to initiate the procedure for the selection of the Financial Auditor for the financial years 2017-2020 with a view to the appointment by the Ordinary General Meeting of the Shareholders and the establishment of the term of the financial audit contract.

The purpose of this communication is to invite potential candidates to submit bids for the selection of the company that will be recommended to the General Meeting of Shareholders of Sinteza SA for appointment. The selection process will be coordinated by the Audit Committee. Each participant auditor must submit a written offer in which the skills, key elements of the services and team, as well as the proposed fee, will be presented. Each participant will bear the costs associated with the submission of the offer. The selection process can be attended only by auditors, legal

persons approved by the Financial Supervisory Authority (ASF), in accordance with its Norms.

The details of the information / documents to be included in the written offers of the participating firms are presented in the Appendix to this press release. Tenders will be submitted from 04.12.2017, 9.00, until 05.01.2018, 15.00, at the headquarters of the company in Oradea, Borsului Road, no.35, or by e-mail sinteza @ sinteza.ro. The Audit Committee will analyze the bids submitted according to the necessary professional criteria and will select the best bid. The selected tender will be recommended to the Board of Directors of Sinteza SA and will subsequently be subject to approval by the Ordinary General Meeting of Shareholders of Sinteza SA

Chairman of the Board of Directors Claudiu Sorin Pasula

APPENDIX to the Notice on the initiation of the Financial Auditor's selection procedure

I. The offer must include at least the following information:

• 1. Company data:
• Experiences in the field and experience in industrial activity;

• Presenting a portfolio of relevant clients;

• A presentation of the benefits that Sinteza SA may have following the selection of the firm;

• Description of the organization and structure of the firm, to the extent that it is relevant to this engagement.

• 1. Resources:
• Provide the name of the key audit partner, location, and relevant experience.

• Description of detailed commitment planning;

• Description of succession planning and measures to ensure continuity of staff throughout the engagement (for financial years 2017-2020).

• 1. Approach:

• Presentation of the understanding of the needs and risks of the business;

• Describe the internal processes of the auditor to ensure the provision of personalized, receptive audit services tailored to the specific needs of Sinteza SA, performance measurement and continuous improvement;

• description of the way the auditor cooperates with the Audit Committee and the Internal Auditor;

• Describe how the auditor will use technology to provide services;

• Description of the manner and timing of the reporting by the auditor of the findings and / or the transmission of the recommendations to the management.

• 1. Transition:
• Description of the audit transition process;
• Description of past experience with the audit of similar companies;
• Description of the transition plan.
• 1. Quality assurance:
• Description of the internal processes used for quality assurance;

• Addressing the audit firm to solve accounting and financial reporting problems.

• Independence and Governance:

• Description of internal practices to ensure compliance with independence requirements and lack of conflicts of interest;

• Description of services that can reasonably be considered as not violating the principle of independence and the proposed plan in their management (i.e. non-audit services);

• Formal confirmation by the auditor of the measures necessary to ensure its independence.

II. Content of the file for submission of Financial Auditors' offers:

a. Document issued by C.A.F.R. which certifies the quality of financial legal entity auditor, valid for the current year;

b. Certificate issued by the National Trade Register Office no later than 30 days, with the legal entity's up-to-date status, in original;

c. Document issued by C.A.F.R. including the endorsement of the rating given at the last assessment;

d. Civil liability insurance contract, in copy;

e. Judicial and criminal record of the auditor within the legal validity period, in original;

f. Curriculum vitae, signed and dated, as well as the documents referred to in a), e), h) for the key audit partner;

g. A personally signed declaration of the key audit partner showing that he / she has not been sanctioned / has received no bans from the Romanian or foreign authorities regarding the financial audit activities carried out over the last 3 years;

h. Statement by handwriting of the auditor and the key partner that it is not in any of the situations of incompatibility or conflict of interest under the applicable law;

i. Quality declaration of the key audit partner under the signature that indicates that he / she no longer holds the status of key audit partner / holds the status of key audit partner for other entities

III. Financial audit offer:

• Total Audit Fees for Individual and Consolidated Financial Statements prepared in accordance with International Financial Reporting Standards (IFRS) of Sinteza SA for financial years 2017, 2018, 2019 and 2020;

• Overview of the program and billing schedule. The offer will contain the value without VAT and will be expressed in RON.