AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

SIF Muntenia S.A.

AGM Information Oct 28, 2025

2297_iss_2025-10-28_0e5b5292-9794-42cb-9766-d6e06b8f4066.pdf

AGM Information

Open in Viewer

Opens in native device viewer

Bucureşti, Str. S.V. Rahmaninov nr. 46-48, sector 2, cod 020199 Telefon: +40 213 873 210 Fax: +40 213 873 209 Email: [email protected] www.longshield.ro

CURRENT REPORT

Current Report according to: Law 24/2017, FSA Regulation 5/2018

Report date: 28.10.2025

Name of the issuing entity: Longshield Investment Group SA

Registered office: Bucureşti, S.V. Rahmaninov Str, no.46-48, district 2

Phone/fax number: 021.387.3210 / 021.387.3209

Sole Registration Code: 3168735

Order number in the Trade Register: J40/27499/1992 Subscribed and paid-up share capital: 76,110,584.50 lei

Regulated market on which issued Bucharest Stock Exchange

securities are traded

Important events to be reported:

The Resolutions of the Shareholders' Ordinary General Meeting and of the Shareholders' Extraordinary General Meeting of Longshield Investment Group SA on 28 October 2025, held at the first call

THE RESOLUTIONS of the Shareholders General Ordinary Meeting of Longshield Investment Group on 28 October 2025

The Ordinary General Meeting of Shareholders of Longshield Investment Group - S.A., headquartered at 46- 48 Serghei Vasilievici Rahmaninov Street, ground floor, room 2, Sector 2, Bucharest, registered with the National Trade Register Office under number J40/27499/1992, with VAT number 3168735, having a subscribed and paid-up share capital of 76,110,584.5 lei, listed in the ASF Register under number PJR09FIAIR/400005/09.07.2021, authorized by ASF Authorization no. 151/09.07.2021, convened statutorily on October 28, 2025, at the first call, in accordance with the notice published in the Official Gazette of Romania, Part IV, no. 4536 of September 25, 2025, in Jurnalul Național newspaper no. 1,998 of September 25, 2025 and in the online newspaper Financial Intelligence of September 25, 2025, on the company's website at www.longshield.ro, and on the company's page on the Bucharest Stock Exchange website, with the participation of shareholders holding 234,118,860 shares, representing 30.7604% of the company's share capital and 31.4362% of the total voting rights exercisable by the company's shareholders as of the reference date, October 16, 2025, pursuant to the provisions of Companies Law no. 31/1990, Law no. 24/2017 on issuers of financial instruments and market operations, the current regulations of the Financial Supervisory Authority, and the company's Articles of Incorporation, having fulfilled all legal and statutory conditions for the validity of the call, the holding of the meeting, and the adoption of resolutions, adopted the following resolutions:

Resolution no.1

The election of the secretary of the meeting, namely the shareholder, Mr. Gheorghe Marcel with the identification data available at the Company headquarters, who shall prepare the minutes for the meeting and shall count the votes cast by the shareholders at the meeting.

with a majority of 100% of the validly cast votes by the shareholders, following the expression of a total of 234,118,860 valid votes, corresponding to 234,118,860 shares and representing 30.7604% of the company's share capital, being were recorded 234,118,860 votes "in favor," 0 votes "against," 0 abstentions, 0 votes annulled and 0 votes unexercised.

Resolution no.2

The approval of the appointment of the company's financial auditor, namely the financial auditor Price Waterhouse Coopers Audit SRL, with its registered office in Bucharest, Sector 1, 1A Poligrafiei Boulevard, registered with the Trade Register under no. J40/17223/1993, with the unique registration code 4282940, as well as the financial audit contract for a duration of 2 years, from May 1, 2026, until May 1, 2028, having as its object the audit of the Company's financial statements for the financial years ending on December 31, 2026, and December 31, 2027.

with a majority of 100% of the validly cast votes by the shareholders, following the expression of a total of 234,118,860 valid votes, corresponding to 234,118,860 shares and representing 30.7604% of the company's share capital, being recorded 234,118,860 votes "in favor," 0 votes "against," 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no. 3

The approbal of the date of 18.11.2025 as the record date and the date of 17.11.2025 as the ex-date, according to the provisions of art. 87, paragraph (1) of Law no. 24/2017 on issuers of financial instruments and market operations and the FSA Regulation no. 5/2018 on issuers of financial instruments and market operations.

with a majority of 100% of the validly cast votes by the shareholders, following the expression of a total of 234,118,860 valid votes, corresponding to 234,118,860 shares and representing 30.7604% of the company's share capital, being recorded 234,118,860 votes "in favor," 0 votes "against," 0 "abstentions", 0 votes annulled and 0 votes unexercised.

THE RESOLUTIONS of the Shareholders General Extraordinary Meeting of Longshield Investment Group on 28 October 2025

The Extraordinary General Meeting of Shareholders of Longshield Investment Group - S.A., headquartered at 46-48 Serghei Vasilievici Rahmaninov Street, ground floor, room 2, Sector 2, Bucharest, registered with the National Trade Register Office under number J40/27499/1992, with VAT number 3168735, having a subscribed and paid-up share capital of 76,110,584.5 lei, listed in the ASF Register under number PJR09FIAIR/400005/09.07.2021, authorized by ASF Authorization no. 151/09.07.2021, convened statutorily on October 28, 2025, at the first call, in accordance with the notice published in the Official Gazette of Romania, Part IV, no. 4536 of September 25, 2025, in Jurnalul Național newspaper no. 1,998 of September 25, 2025 and in the online newspaper Financial Intelligence of September 25, 2025, on the company's website at www.longshield.ro, and on the company's page on the Bucharest Stock Exchange website, with the participation of shareholders holding 234,118,760 shares, representing 30.7603% of the company's share capital and 31.4361% of the total voting rights exercisable by the company's shareholders as of the reference date, October 16, 2025, pursuant to the provisions of Companies Law no. 31/1990, Law no. 24/2017 on issuers of financial instruments and market operations, the current regulations of the Financial Supervisory Authority, and the company's Articles of Incorporation, having fulfilled all legal and statutory conditions for the validity of the call, the holding of the meeting, and the adoption of resolutions, adopted the following resolutions:

Resolution no.1

The election of the secretary of the meeting, namely the shareholder, Mr. Gheorghe Marcel with the identification data available at the Company headquarters, who shall prepare the minutes for the meeting and shall count the votes cast by the shareholders at the meeting.

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no.2

The approval of the update of the main domain of activity of Longshield Investment Group - S.A., in accordance with the latest version of the Classification of Activities in the National Economy, approved by Order no. 377/April 17, 2024, issued by the President of the National Institute of Statistics (NACE Rev.3), changing from 'Mutual funds and other similar financial entities' – NACE Code 6430 to 'Mutual funds and other similar financial entities' – NACE Code 6432, and the consequent amendment of Article 2, paragraph (1) of the Company's Articles of Incorporation, which shall henceforth read as follows: "Article 2 (1) Main domain of activity: Financial intermediation, except insurance and pension fund activities, NACE Code 64, with the main object of activity is "Mutual funds and other similar financial entities" – NACE Code 6432".

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no. 3

The approval for the Company, acting through its administrator and throughout the 2025 financial year, to enter into acts of acquisition, disposal, exchange, or creation of security interests over assets falling within the category of the Company's non-current (fixed) assets, whose value, individually or cumulatively during the 2025 financial year, exceeds 20% of the total non-current assets of the Company, excluding long-term receivables, but does not exceed 50% of such total, as reflected in the Company's financial statements. The Company's administrator shall be empowered, at their sole discretion and based on available opportunities and relevant market conditions, to undertake, in compliance with the applicable regulations and within the scope of their duties and competencies, any acts, deeds or measures that are useful, appropriate and/or necessary in connection with the acquisition, disposal, exchange or establishment of guarantees over the Company's non-current assets whose value falls within the aforementioned thresholds.

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no.4

The approval of the revocation of Resolution no. 3/29.04.2025 of Shareholders' General Extraordinary Meeting of the Company.

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no.5

The approval of the implementation of a buyback program by Longshield Investment Group - S.A. of its own shares, which will be carried out in accordance with the applicable legal provisions for the purpose of reducing the company's share capital, having the following main characteristics:

  • (a) the maximum number of shares to be acquired: 52,130,000; minimum price per share: 0.1 lei; maximum price per share: 3.8163 lei; duration of the program: maximum 18 months from the date of registration of the meeting's decision in the Trade Register;
  • (b) the payment for shares repurchased under the buyback program of its own shares will be made from the sources provided by law, namely from the company's available reserves and will also include other requirements imposed by specific legislation, as follows: the acquisition of shares under the program shall be carried out through all market operations permitted by specific legislation, which may also include public purchase offers initiated by the Company;
  • (c) Longshield Investment Group - S.A. is authorized, throughout the program, to acquire its own shares;
  • (d) the legal representative of the Company, namely the Manager, S.A.I. Muntenia Invest S.A., is empowered, based on the available opportunities and relevant market conditions, to determine the

number of shares to be acquired within the approved maximum limit, to conclude all documents, to adopt all measures and fulfill all necessary formalities for the implementation of the share buy-back program, in compliance with the main characteristics of the buy-back program approved by the Shareholders' General Meeting.

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no.6

The approval of the amendment of Article 7, paragraph 3, letter a) of the Articles of Incorporation of Longshield Investment Group SA is approved as follows: the phrase "financial investment companies" is replaced by the phrase "collective investment undertaking". Consequently, Article 7, paragraph 3, letter a) will have the following content: 'they shall not be employees or administrators of an AMC/AIFM or of a collective investment undertaking, and shall not have any contractual relationship with the "Company" or with the AFIA that manages the "Company".

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

Resolution no.7

The approval of the date of 18.11.2025 as the record date and the date of 17.11.2025 as the ex-date, according to the provisions of art. 87, paragraph (1) of Law no. 24/2017 on issuers of financial instruments and market operations and the FSA Regulation no. 5/2018 on issuers of financial instruments and market operations.

with a majority of 100% of the votes held by the shareholders participating in the meeting following the expression of a total of 234,118,760 valid votes, corresponding to 234,118,760 shares and representing 30.7603% % of the company's share capital, being recorded 234,118,760 votes "in favor," 0 votes "against", 0 "abstentions", 0 votes annulled and 0 votes unexercised.

LONGSHIELD INVESTMENT GROUP - S.A.

By Administrator SAI Muntenia Invest - S.A.

Ștefan Dumitru

General Director

Compliance Officer Claudia Jianu

Talk to a Data Expert

Have a question? We'll get back to you promptly.