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Sinteza S.A.

AGM Information Apr 30, 2025

2331_iss_2025-04-30_34cccfda-6b0b-4f90-9652-51ceeb698b7c.pdf

AGM Information

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Tel: 0259 456 116 Tel: 0259 444 969 Fax: 0259 462 224 e-mail: sinteza@ sinteza. ro www.sinteza.ro

VAT Reg.No .: RO 67329 Reg.No.at Commerce Register: J.05/197/1991

BANK: UNICREDIT BANK IBAN EURO: RO10BACX000000484374002 SWIFT CODE: BACXROBU

CURRENT REPORT

According to Law no. 24/2017 regarding issuers of financial instruments and market operations and ASF Regulation no. 5/2018

· ADDRESSEE OF THE REPORT : BUCHAREST STOCK EXCHANGE

ASF (NATIONAL SECURITIES COMMISSION)

  • · REPORT DATE: 29.04.2025
  • · NAME OF THE ISSUING COMPANY: SINTEZA S.A.
  • · HEADQUARTERS : Sos Borsului no. 35, Oradea, BIHOR county
  • · TELEPHONE: 0259456116; 0259444969, FAX: 0259462224
  • · UNIQUE ORC REGISTRATION CODE : 67329
  • · ORDER NUMBER AT ORC: J/05/197/1991
  • · SUBSCRIBED AND PAID-UP SHARE CAPITAL : 9916888.50 LEI
  • · REGULATED MARKET ON WHICH ISSUED SECURITIES ARE TRADED : BVB

IMPORTANT EVENT TO REPORT: Decisions of the Ordinary General Meeting and the Extraordinary General Meeting of the Shareholders of the SINTEZA SA company dated April 29, 2025

I. The legally convened ordinary general meeting of shareholders, legally and statutorily convened at the first meeting, on April 29, 2025 at 16:00, with the participation of 80.22 % of the share capital, resolves the following:

  1. The annual financial statements ended on December 31, 2024, based on the Directors' Report and the Auditor's Report, for the financial year 2024 are approved:

  2. Total revenues: 3,168,804 lei

  3. Total expenses: 11,942,476 lei

  4. Gross profit/(loss): -8,773,672 lei

  5. Net profit/(loss): -8,773,672 lei

  6. The proposal that the loss of the financial year 2024 be reported, to be recovered from the profits of future financial years is approved;

  7. The discharge of the directors for the financial year 2024 is approved;

    1. The Remuneration Report of the Company's Directors for the year 2024 is approved;
    1. The company's income and expense budget for 2025 is approved:
  8. Total income: 13,872,510 lei
  9. Total expenses: 15,831,851 lei
  10. Gross profit/(loss): -1,959,341 lei
  11. Net profit/(loss): 1,959,341 lei,

as well as the authorization of the Board of Directors to modify this program depending on the specific needs of the company;

  1. The remuneration of the company's general manager, Mr. COTUT REMUS, is approved as established by the Board of Directors on 08.04.2025:

  2. The revocation of the Board of Directors and the appointment of a new Board of Directors are not approved.

  3. The date of registration is approved as 23.05.2025 and the date of 22.05.2025 is established as ex-date.

  4. Authorization of the General Manager or the Chairman of the Board of Directors, with the possibility of substitution, to sign on behalf of the shareholders the decisions of the OGMS and any other documents related to them and to fulfill any act or formality required by law for the registration and enforcement of the decisions of the OGMS, including the formalities of their publication and registration with the Trade Register Office or with any other competent authority (ASF, BVB, Depozitarul Central SA, other public or private entities).

II. The legally convened extraordinary general meeting of shareholders, legally and statutorily convened at the first meeting, on April 29, 2025 at 17:00, with the participation of 80.22 % of the share

  1. The amendment of Art. 6 Scope of activity, from the Articles of Association of the company is approved as a result of the legislative amendments regarding the recodification of activities in accordance with CAEN Rev. 3 and Order no. 377/2024 as well as the regulations in force, as follows:

Article 6 will have the following content:

., Art.6 .- OBJECT OF ACTIVITY

The main field of activity of the company is group 201,

with the main activity:

2014 Manufacture of other basic organic chemical products

Secondary field of activity (secondary activities):

1091 Manufacture of preparations for farm animal feed

2059 Manufacture of other chemical products n. c. a

2720 Manufacture of accumulators and batteries

2790 Manufacture of other electrical equipment

3511 Production of electricity from renewable resources

3513 Electricity transmission

3514 Electricity distribution

3515 Electricity trading

3530 Supply of steam and air conditioning

3600 Water collection, treatment and distribution

3831 Recovery of sorted recyclable materials

4685 Wholesale of chemical products

4920 Freight transport by rail

4941 Freight transport by road

5210 Storage

5224 Handling

6820 Renting and subletting of own or leased real estate

7120 Technical testing and analysis activities

8559 Other forms of education n.e.c.a;,

  1. The Updated Constitutive Act is approved in accordance with the above;

  2. The date of registration is approved as 23.05.2025 and the date of 22.05.2025 is established as the ex-date.

  3. Power of attorney of the General Manager or the Chairman of the Board of Directors, with the possibility of substitution, to sign on behalf of the shareholders the decisions of the updated articles of association and any other documents related thereto and to fulfill any act or formality required by law for the registration and enforcement of the decisions of the EGMS, including the formalities of their publication with the Trade Register Office or with any other competent authority (ASF, BVB, Depozitarul Central SA, notaries public, banks, other public or private entities).

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