Pre-Annual General Meeting Information • Oct 24, 2025
Pre-Annual General Meeting Information
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To the: Bucharest Stock Exchange – Department of Operations Issuers Regulated Markets Financial Supervision Authority - General Directorate Supervision - Issuers Division
Current report according to the provisions of Law no 24/2017, ASF Regulation 5/2018 and the BVB Code
Date of current report: October 24, 2025
Name of Issuer Company: NPG Co. TRANSELECTRICA S.A., managed under two-tier system
Headquarters: Bucharest 3, 2-4 Olteni Street Phone/fax numbers: 021 30 35 611/021 30 35 610
Single registration code: 13328043 LEI code: 254900OLXCOUQC90M036
Number in the Trade Register: J2000008060404 Share capital subscribed and paid: 733,031,420 LEI
Regulated market where the issued securities are transacted: Bucharest Stock Exchange
The Directorate of the National Electricity Transmission Company "Transelectrica"-SA, a company managed in a dualist system, with its registered office in Olteni Street no. 2–4, the building "PLATINUM Center", sector 3, Bucharest, registered with the Trade Register Office under no. J2000008060404, Unique Registration Code 13328043, (the "Company"), convenes, in accordance with the provisions of the Companies Law no. 31/1990, republished, with subsequent amendments and completions, of Law no. 24/2017 on issuers of financial instruments and market operations, republished, with subsequent amendments and completions, of the A.S.F. Regulation no. 5/2018 on issuers of financial instruments and market operations, with subsequent amendments and completions, as well as of the Company's Articles of Incorporation in force, the Extraordinary General Meeting of Shareholders on November 28, 2025, at 10:00 a.m., in Bucharest, Sector 3, 2–4 Olteni Street, "PLATINUM Center" building, 11th floor, Meeting Room no. 1112, for all shareholders registered in the Company's Shareholders' Register at the end of November 18, 2025 (reference date), with the following
LANGUAGE DISCLAIMER: This document represents the English version of the original official Romanian document filed with the Financial Supervisory Authority ASF. The English version has been created for English readers' convenience. Reasonable efforts have been made to provide an accurate translation, however, discrepancies may occur. The Romanian version of this document is the original official document. Any discrepancies or differences created in the translation are not binding. If any questions arise related to the accuracy of the information contained in the English version, please refer to the Romanian version of the document which is the official version.




If the required quorum is not met on the mentioned date, the meeting of the Extraordinary General Meeting of Shareholders will be held on December 2, 2025, at 10:00 a.m., in Bucharest, Sector 3, Olteni Street no. 2–4, "PLATINUM Center" building 11th floor, Meeting Room no. 1112, with the same agenda.
On the date of the call, the Company's share capital is RON 733,031,420 and consists of 73,303,142 registered shares, dematerialized, with a nominal value of RON 10, each share giving the right to one vote in the Extraordinary General Meeting of Shareholders.
The draft Resolution of the Extraordinary General Meeting of Shareholders and the meeting materials (documents or information regarding the issues on the agenda) are available as of October 27, 2025 in electronic format, both in Romanian and English, on the Company's website (www.transelectrica.ro), the Investor Relations/GSM page and can be obtained at: "PLATINUM Center", str. Olteni nr. 2–4, sector 3, Bucharest, on weekdays, between 08:00 – 15:00.
Each shareholder has the right to ask questions regarding the items on the agenda of the General Meeting, which will be answered by posting the answer on the Company's website. Questions may be sent in writing, either by mail or courier services (to the address: Bucharest, Sector 3, 2 – 4 Olteni Street, "PLATINUM Center" building), or by electronic means of communication (e-mail: [email protected] or fax to the number: +4021.3035610) to the attention of Mrs. Irina Răcănel.
Shareholders representing, individually or jointly, at least 5% of the share capital, have the right:
The rights provided for in the previous paragraph may be exercised only in writing, the shareholders being to submit the request, no later than November 10, 2025, at 4:00 p.m., either by mail or courier services (at the address: Bucharest, Sector 3, 2–4 Olteni Street, "PLATINUM Center" building), or by electronic means of communication (e-mail: [email protected] respectively fax to the number: +4021.303.56.10) to the attention of Mrs. Irina Răcănel.
The shareholders registered on the reference date in the Register of Shareholders of the Company, communicated by the Central Depository, who directly or indirectly hold a stake of at least 5% of the Company's share capital, have the obligation to complete and submit a declaration on their own responsibility given pursuant to the provisions of Article 34 paragraph 2 of the Law on Electricity and Natural Gas no. 123/2012, with subsequent amendments and completions, and of art. 17 para. 8 and art. 40 of the Company's Articles of Incorporation. The statement will be accompanied by the summary of the current account positions/account statement showing the portfolio of shares held by the Participant/Central Depository. The model declaration will be posted in both Romanian and English on the Company's website, together with the postal voting forms and the special power of attorney. At the same time, the declaration model can also be obtained at the address: "PLATINUM Center", Olteni str. nr. 2–4, sector 3, Bucharest, on weekdays, between 08:00 – 15:00. The responsibility for the declarations regarding the compliance with the applicable legal and statutory provisions lies exclusively with each shareholder (art.326 of the Criminal Code approved by Law no. 286/2009, as subsequently amended and supplemented). The statement accompanied by the statement of account/summary of current account positions will be completed, signed by the shareholder and delivered, in original, to the Company, prior to the meeting of the General Meeting of Shareholders.
The quality of shareholder, as well as, in the case of shareholders who are legal persons or entities without legal personality, the quality of legal representative is ascertained based on the list of shareholders from the reference/registration date, received by the Company from the Central Depository, or, as the case may be, for dates other than the reference/registration date. on the basis of the following documents submitted to the issuer by the shareholder, issued by the central depository or by the participants defined by law, providing custody services:
The documents certifying the quality of legal representative drawn up in a foreign language, other than English, will be accompanied by a translation made by an authorized translator in Romanian or English. It is not necessary to legalize or apostille the documents certifying the quality of legal representative of the shareholder. In order to identify the shareholder who is a natural person, or, as the case may be, the legal representative of the shareholder who is a legal person or entity without legal personality, who asks questions, proposes candidates, who makes proposals to complete the agenda or proposes draft decisions, he will attach to the application also copies of the documents attesting his identity.
The Company may also accept proof of legal representative status on the basis of documents deemed relevant by the issuer, issued by the Trade Register Office or by another similar authority in the state where the shareholder is registered, within the validity period, if the shareholder has not provided the central depositary/participant with appropriate information regarding its legal representative.
Only shareholders registered on the reference date of November 18, 2025 can participate and vote at the meeting, in person or through a representative.
Participation through a representative is made on the basis of a special power of attorney, according to the form provided by the Company or a general power of attorney, in compliance with the provisions of art.105 of Law no.24/2017 on issuers of financial instruments and market operations, republished, with subsequent amendments and completions, and under the conditions of art. 200-207 of Regulation no. 5/2018 on issuers of financial instruments and market operations, as subsequently amended and supplemented.
The special power of attorney form, both in Romanian and English, will also be available in electronic format on the Company's website (www.transelectrica.ro), the Investor Relations/GSM page starting with the date of October 27, 2025.
The special power of attorney in original or the general power of attorney (in copy including the mention of conformity with the original under the signature of the representative), either in Romanian or in English, is submitted to the address Bucharest, Sector 3, str. Olteni nr. 2–4, the "PLATINUM Center" building in the spotlight to Mrs. Irina Răcănel or it is transmitted electronically signed with an extended electronic signature, according to the provisions of Law no. 455/2001 on the electronic signature, republished, with subsequent amendments and completions, by e-mail to: [email protected]. The special power of attorney is submitted in a sealed envelope with the mention "Special power of attorney - for Secretariat EGMS 28 November/02 December 2025", until 28 November 2025, 10:00 a.m., for the first call, respectively until the date of 02 December 2025, 10:00 a.m., for the second call-up.
Shareholders registered on the reference date have the opportunity to vote by correspondence, before the meeting of the Extraordinary General Meeting of Shareholders, by using the postal voting form made available, both in Romanian and in English, starting with October 27, 2025, on the Company's website (www.transelectrica.ro), Investor Relations/General Shareholders' Meeting page. Voting by correspondence can be expressed by a representative only if he/she has received from the shareholder he/she represents a special/general power of attorney that is submitted to the Company under the conditions specified above.
The postal voting form, either in Romanian or English, completed and signed by the shareholders and accompanied by a copy of the identity document of the individual shareholder, or, as the case may be, a copy of the identity document of the representative of the legal person shareholder, must be received in original, in a sealed envelope with the mention "Voting by correspondence - for the Secretariat of the EGMS November 28/December 02, 2025", by mail or courier services, at the address: PLATINUM Center building", 2-4 Olteni Street, postal code 030786, sector 3, Bucharest, until November 28, 2025, 10:00 a.m., for the first call, respectively until December 2, 2025, 10:00 a.m., for the second call.
If the initial convening notice is subsequently supplemented with new items on the agenda, the Company will publish the completion of the convening notice and will make available to shareholders the additional meeting materials, the draft decision, the postal voting form and the special power of attorney form, until November 14, 2025, the date prior to the reference date.
Additional information can be obtained by calling 0722.314.610, Irina Răcănel – technical secretary of the General Meeting of Shareholders.
Ștefăniță MUNTEANU Victor MORARU Cătălin-Constantin NADOLU Executive Director General Directorate Member Chief Executive Officer Directorate Member Vasile-Cosmin NICULA Directorate Member Florin-Cristian TĂTARU Directorate Member
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