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SIF Oltenia S.A.

Notice of Dividend Amount Jul 7, 2021

2304_iss_2021-07-07_bdeca6e4-f002-41ee-836a-8ee3193ef923.pdf

Notice of Dividend Amount

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No. 6942 / 06.07.2021

To: Bucharest Stock Exchange Financial Supervisory Authority Financial Instruments and Investments Sector

Press release regarding the payment of dividends S.I.F. Oltenia S.A.

In accordance with the Decisions adopted by the Ordinary General Shareholders' Meeting of S.I.F. Oltenia S.A., held on 28.04.2021, we inform the shareholders of the following information regarding the payment of dividends related to the financial year 2020:

  • gross dividend/ share is of lei 0.05 for a share held on the date of registration, the company will calculate and withhold at source the dividend tax in the rates provided by the legislation in force on the date of payment;
  • the shareholders entitled to receive dividends distributed from the net profit realized in the financial year 2020 are those registered in the consolidated register of shareholders on the 14.07.2021. - Date of registration, approved by the General Shareholders' Meeting (Exdate 13.07.2021);
  • dividends distributed from the net profit realized in the financial year 2020 are to be paid to shareholders from the date of 30.07.2021 - Date of payment;
  • unpaid dividends for the financial years 2017 (until the end of 25.10.2021), 2018 and 2019 will continue to be paid, together with the dividend for 2020;
  • the costs related to the payment of dividends, regardless of the method of payment, will be borne by the shareholders of the net value of the dividend.

The payment of dividends distributed by S.I.F. Oltenia S.A. will be made through Depozitarul Central, as well as the participants in their system in accordance with Law 24/2017, art.86 paragraph 5 and the FSA Regulation no. 5/2018, art.177 and of Banca Comecială Română - the paying agent.

The methods of payment of dividends are as follows:

1. Through Participants (Custodian Banks or Brokers): Natural and legal persons/ other entities that have an account opened with a Participant (intermediary in the clearingsettlement system and register of Depozitarul Central):

For shareholders natural or legal persons or other entities who on the Registration Date hold shares highlighted in the account opened with a Participant, the dividends will be paid automatically through Depozitarul Central in the Participants' accounts on the Payment Date, if the respective shareholders have not expressed and communicated did not communicate the deferred payment option to Depozitarul Central in the reporting on the Registration Date.

The deferred payment date is only applicable to non-resident shareholders who have an account opened with the Participant and who choose to defer payment at a later date than the Payment Date in order to benefit from the more favorable provisions of the Double Taxation Conventions.

Non-resident shareholders who have an account opened with a Participant (Custodian Bank or Broker), who wish to apply the more favorable provisions of Convention for the avoidance of double taxation concluded between Romania and their country of residence or more favorable provisions applicable to non-resident pension funds (as defined in the legislation of the Member State of the European Union or in one of the EFTA States), in accordance with Law no. 227/2015 updated (and of the methodological norms for the application of Law no. 227/2015 on the Fiscal Code), must submit the Fiscal Residence Certificate for the year in which the dividends are paid, within the validity period, in original or notarized copy, apostille/ superlegalized, if applicable, accompanied by a certified translation. On the notarized copy, the custodian agent, recipient of the original of the fiscal residence certificate will sign with the mention that he holds its original. Notarized copies (in original) of tax residency certificates will comply with the requirements of the Tax Code.

In accordance with the provisions of the Tax Code, the tax residence certificate must contain mainly identification elements of the non-resident, as well as the authority that issued the tax residence certificate, such as: name, denomination, address, tax identification code, the statement that he is a tax resident in the issuing State, as well as the date of issue of the certificate, etc.

Contact details for any clarifications on tax residence certificates will also be sent:

  • until 19 July 2021, in case they did not opt for Deferred Payment of Dividends, at the headquarters of S.I.F. Oltenia S.A. from strada Tufănele nr.1, postal code 200767, Craiova, Dolj County;
  • until 15 November 2021 at the latest, in case they opted for Deferred Payment of Dividends, at the headquarters of S.I.F. Oltenia S.A. from strada Tufănele nr.1, postal code 200767, Craiova, Dolj County.

In the case of non-resident shareholders represented by a Participant, S.I.F. Oltenia S.A. will withhold the dividend tax from the gross dividend in the standard rate in force provided by the Romanian Fiscal Code if:

  • they did not opt for deferred payment and did not submit Fiscal residence certificate and any requested clarifications, until 19 July 2021;
  • they opted for deferred payment, but did not submit Fiscal residence certificate and any clarifications requested, no later than 15 November 2021.

In the case of privately managed pension funds, voluntary (resident) pension funds in order to benefit from the applicable legal provisions, respectively the exemption from the payment of the dividend tax, in accordance with the provisions of Law no.227/2015 on the Fiscal Code with subsequent amendments and completions, S.I.F. Oltenia S.A. requests the Participants/ Fund Management Companies to send until 19 July 2021 a request for payment of gross dividends signed by the legal representative/ person authorized to represent the pension fund containing the following information:

  • fund identification data (unique identification/ registration code), as highlighted in the Register of Shareholders kept by Depozitarul Central with the full name of the fund;
  • registration number in the register of Financial Instruments and Investments.

In the case of investment funds without legal personality in order to benefit from the dividend tax exemption, provided by art.43 paragraphs (1) and (2) of Law 227/2015, S.I.F. Oltenia S.A. requests the Participants/ Investment Management Companies/ FDI to send by 19 July 2021 a statutory declaration signed by the legal representative/ person authorized to represent the investment fund without legal personality containing the following information:

  • the type of closed/ open investment fund;
  • the fact that the investment fund it is not a legal entity in the year of obtaining the income (2021);

  • fund identification data (unique identification/ registration code), as highlighted in the Register of Shareholders kept by Depozitarul Central with the full name of the fund;

  • registration number in the register of Financial Instruments and Investments.

The declaration shall be accompanied by a copy of the Confirmation of Company Details relevant for the fund management company/ other equivalent document, not older than 3 months, stating the legal representative of the fund management company. In the case of non-resident funds, there will also be attached a copy of the registration certificate/ other equivalent document for the fund management company.

The documents will be forwarded by mail to the headquarters of S.I.F. Oltenia S.A., str. Tufănele nr.1, Craiova, Dolj or at the email address [email protected].

In the event that the documents mentioned above are not be submitted, S.I.F. Oltenia S.A. will withhold the dividend tax from the gross dividend in the standard rate in force provided by the Fiscal Code.

2. Payments by bank transfer according to the shareholders' requests addressed directly to Depozitarul Central

Depozitarul Central offers the possibility to all shareholders not represented by a participant to collect any amount of money due by bank transfer to a bank account, regardless of the issuer that distributes the amounts of money. The declared bank account is valid until further notice for future distributions. The payment of dividends will be made by Depozitarul Central by bank transfer starting with 30 July 2021, after receiving and verifying the documentation.

Natural or legal persons, who have not submitted the IBAN Code Collection Form until now or who wish to amend the previously submitted IBAN Code Collection Form, will proceed according to the regulations incident to the activity of Depozitarul Central, as follows:

2.1 Holders of financial instruments natural persons, personally or through a legal or conventional representative, will present to the Central Depository IBAN code collection form, specifying the bank and the code (IBAN code) opened in the name of the Holder of financial instruments (the model is available on the website of Depozitarul Central www.depozitarulcentral.ro), accompanied by:

  • copy of the valid identity document in which the personal number code is legible certified by the holder as "true copy";
  • account statement or a document issued by the bank (signed and sealed) confirming the existence in the name of the holder of financial instruments, specifying the IBAN code, in original;
  • copy of the documents attesting the capacity of the signatory of the application for legal or conventional representative, if applicable - certified by the holder "true copy";
  • copy of payment proof of the fee collection code IBAN.

2.2 Holders of financial instruments legal entities, through legal or conventional representative, will present to Depozitarul Central IBAN code collection form, specifying the bank and account (IBAN code) opened in the name of the Holder of financial instruments (the standard form is available on the website of Depozitarul Central www.depozitarulcentral.ro), accompanied by:

  • copy of the registration certificate certified by the holder "true copy";
  • copy of the document certifying the capacity of legal representative of the company (Conformation of Company Details issued by the trade register/ equivalent entity - for foreign entities) - certified by the holder "true copy";

  • copy of the documents attesting the capacity of conventional representative of the signatory of the application, if applicable - certified by the holder "true copy";

  • the account statement or a document issued by the bank (signed and sealed) confirming the existence of the account in the name of the holder - legal entity, specifying the IBAN code, in original;
  • copy of payment proof for the fee collection code IBAN.

2.3. The documents submitted in a foreign language will be accompanied by the legalized translation into Romanian, and if they are issued by a foreign authority, they must be apostille or superlegalized, as the case may be.

2.4. IBAN code collection forms will be sent to Depozitarul Central - Bucharest, Bld. Carol I, nr. 2. 334-36 sector 2 or will be deposited at the headquarters of Depozitarul Central.

Note: The documentation provided for in points 2.1, 2.2 and 2.3 will be sent only once to Depozitarul Central, to be used for the distribution of any sums due to the respective shareholder in its relationship with issuers for which Depozitarul Central provides registry services/ distribution of sums of money. The shareholder will notify Depozitarul Central of any change in the information related to the bank account.

3.Through the paying agent - Banca Comercială Română Cash payments for individuals who do not have an account opened with a Participant

For the shareholders not represented by a Participant, natural persons, who do not request and/ or do not send the necessary documents for payment by bank transfer, the payment of dividends may be made in cash, by making available by S.I.F. Oltenia S.A. the amounts due, through to Depozitarul Central, at the BCR counters, in any BCR unit, starting with 30 July 2021.

The paying agent will be able to make cash payments within the amounts established in the applicable legislation (according to Law no. 70/2015, starting with 30 July 2021, individual shareholders will be able to raise cash dividends up to the amount of LEI 10,000).

Any payment made at the counter will be confirmed by the signature of the person who actually withdraws the amounts of money, on the receipt related to that payment.

Dividends may be picked up by shareholders in person or through a legal or conventional representative, as follows:

  • In the case of the Holders not represented by the Participant, resident individuals who appear in person at the counter, the payment of the amounts of money is made based on the identity document having entered the personal number (CNP), valid on the date of payment.
  • In the case of Holders not represented by the Participant, non-resident individuals who will appear in person at the counter, the payment of the sums of money is made on the basis of the passport, valid on the date of payment.
  • In the case of Holders not represented by the Participant, resident individuals under the age of 14, the payment of the sums of money is made to the legal representative in this case - the guardian/ parent of the minor, based on the following documents:
  • o the birth certificate of the Holders not represented by a Participant who must have registered the Personal Number + 1 certified photocopy for conformity with the original (photocopy is retained).
  • o the legal act establishing the guardianship in the case of the guardian who is not one of the parents +1 photocopy certified for conformity with the original (photocopy is retained).
  • o the identity card of the guardian/ parent +1 certified photocopy for conformity with the original (photocopy is retained).

  • In the case of the Holders not represented by the Participant, resident individuals having established a guardianship, the payment of the sums of money is made through the trustee of that person, based on the following documents:

  • o the identity document of the Holders not represented by a Participant who must have registered the Personal Number +1 certified photocopy for conformity with the original (photocopy is retained).
  • o the legal act establishing the guardianship +1 photocopy certified for conformity with the original (photocopy is retained).
  • o the identity card of the curator +1 certified photocopy for conformity with the original (photocopy is retained).
  • In the case of the Holders not represented by a Participant, individuals who do not appear in person at the counter but authorize another person in this respect, the payment of the sums of money is made to the respective person's proxy, based on the following documents:
  • o special power of attorney authenticated at the notary's office which includes the power to withdraw sums of money issued no more than 3 years prior to the date on which the payment is made, unless the power of attorney has a term of validity of more than 3 years and is valid at the date on which the payment is made +1 certified photocopy for conformity with the original (photocopy is retained).
  • o the identity card of the proxy +1 certified photocopy for conformity with the original (photocopy is retained).

Documents submitted in a foreign language must be accompanied by a certified translation into Romanian and if they are issued by a foreign authority, they must be apostilled or superlegalized, as appropriate.

Exceptional Circumstances

No over-the-counter dividend payments will be made in the following cases:

  • To the shareholders whose Personal Number from the documents presented at the counter differs from the one registered in the records of the Paying Agent and received from Depozitarul Central. They will be referred to Depozitarul Central.
  • To the heirs of the shareholders, based on the heir certificate. They will be referred to Depozitarul Central. Payments are made according to the section Deceased shareholders.

Non-resident shareholders who choose the payment methods in points 2 and 3 (respectively do not have an account opened with a Participant):

For payments made on the Payment Date (30 July 2021), in the case of non-resident shareholders who do not have an account with a Participant and who wish to apply the more favorable provisions of the double taxation treaty concluded between Romania and their country of residence or the more favorable provisions applicable to non-resident pension funds (as defined in the legislation of the Member State of the European Union or one of the EFTA States), in accordance with the updated Law no. 227/2015 (and the methodological rules for the application of the Law no.227/2015 on the Tax Code), the non-resident shall submit the Tax Residence Certificate for the year in which the payment of dividends takes place, within the validity period, in original or certified copy, apostilled/super-legalized, if applicable, accompanied by a certified translation, as well as contact details for any clarifications on the tax residence certificates, to the S.I.F. Oltenia S.A. headquarters in Strada Tufănele nr.1, postal code 200767, Craiova, Dolj County until 19 July 2021. If the shareholder does not present the tax residence certificate, the tax withheld will be calculated by applying the rate corresponding to resident shareholders.

Co-owned shares:

In the case of shares held in co-ownership, the payment of dividends will be made according to the following particularities:

In the case of shares held in co-ownership on the Registration Date, the payment of dividends will be made as follows:

  • in the case of cash payments, payments will be made on condition that all co-owners go to BCR, in person or through a legal and/ or conventional representative and present the documents provided for cash payments.
  • in case of payments by bank transfer, the dividends due to the co-owners will be transferred to the account indicated by all co-owners based on the joint request addressed to Depozitarul Central.
  • in the case of payments to those who have opened an account with the Participant, the dividends due to the co-owners will be transferred to the Participant whose clients they are.
  • in case the co-owners request both the registration by Depozitarul Central of the direct transfer of ownership over the financial instruments as an effect of leaving the division, in accordance with the applicable legal regime, and the direct payment to each of the coowners according to the number of instruments acquired in exclusive ownership, Depozitarul Central will block the payment of dividends, the payment will be made to each former co-owner according to the present procedure.

Deceased shareholders

In the case of deceased shareholders, dividends are to be paid at the request of the successors by bank transfer or cash only after the heirs have previously applied to Depozitarul Central and the transfer of shares to the successor(s) has been registered as a result of the succession and after updating the data in the records of the Paying Agent, following the request of Depozitarul Central.

Dividends whose payment cannot be made through Depozitarul Central

Dividends due to shareholders whose value does not cover the distribution expenses generated by the payment through Depozitarul Central (in the case of holders of maximum 70 shares of S.I.F. Oltenia S.A.), will be distributed at the request of the shareholder from the headquarters of S.I.F. Oltenia S.A. through the cashier, without a fee, starting with 30 July 2021.

S.I.F. Oltenia S.A., Depozitarul Central and Banca Comecială Română, as the case may be, reserve the right to request additional documents from the shareholder/ proxy following the analysis of the dividend payment requests.

We inform you that starting with 25.05.2018, S.I.F. Oltenia S.A. applies the provisions of EU Regulation no. regarding the processing of personal data. The policy of S.I.F. Oltenia S.A. on the protection of individuals with regard to the processing of personal data (GDPR) is posted on the company's website.

Additional information on the dividend payment procedure can be obtained from:

• Depozitarul Central SA: tel. 021 408 5856, 021 408 5923

e-mail: dividends @ depozitarul central.ro

• S.I.F. OLTENIA S.A. 0251 419 397, 0251 419 398, 0251 419 343 e-mail: [email protected]

President/ General Manager

Sorin-Iulian Cioacă

Compliance Officer Viorica Bălan

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