AGM Information • Jan 8, 2025
AGM Information
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No. 95/08.01.2025
To
according to Law no. 24/2017 (R) and F.S.A. Regulation no. 5/2018 on issuers of financial instruments and market operations
Report date: 08.01.2025 Name of the issuer: Infinity Capital Investments S.A. Headquarters: Dolj County, Craiova, Tufanele Street no. 1, postal code 200767 Phone/Fax: 0251-419.335 / 0251-419.340 Fiscal Registration Code: RO 4175676 Order number at the Trade Register. J16/1210/30.04.1993 FSA Register Number: PJR09FIAIR/160001/08.06.2021 ISIN: ROSIFEACNOR4 LEI Code: 254900VTOOM8GL8TVH59 Depozitory-Custodian: Raiffeisen Bank S.A. Depozitory: Depozitarul Central Bucuresti Share capital subscribed and paid: 47,500,000 lei Regulated market on wich the issued securities are traded on: Bucharest Stock Exchange - Shares, Premium Tier (market symbol INFINITY)
The Extraordinary General Shareholders Meeting of INFINITY CAPITAL INVESTMENTS S.A., with registered office in Craiova str. Tufănele nr. 1, having CUI RO 4175676 and J16/1210/1993, met in accordance with the Articles of Association on 08.01.2025, on the first call, according to the call published in the Official Gazette of Romania, Part IV, no. 5033/29.11.2024, in the national daily newspaper Ziarul Financiar no. 6570/29.11.2024 and in the daily newspaper Gazeta de Sud no. 8608/29.11.2024, on the company's website at www.infinitycapital.ro and on the company's page on the website of the Bucharest Stock Exchange, in the presence of shareholders holding 181,401,948 valid voting rights, representing 42.370% of the total valid voting rights and 38.190% of the company's share capital, on the reference date 27.12.2024 under Law no. 31/1990 R, as subsequently amended and supplemented, Law no. 24/ 2017 (R), as amended and supplemented, the

F.S.A. regulations in force and its own Articles of Association, with the votes cast as evidenced in the minutes of the meeting, with the fulfilment of the legal and statutory conditions for the validity of the meeting, holding of the meeting and adoption of resolutions, corresponding to the items on the agenda, adopted the following resolutions:
Approves the election of the meeting secretariat consisting of 2 members, namely Mrs. Cimpoeru Ana - Internal Auditor and Mrs. Teodora Negoiță Costin, with the identification data available at the company's office, Mrs. Teodora Negoiță Costin being elected as the meeting secretary who will draw up the minutes of the meeting. The proposed persons are shareholders of INFINITY CAPITAL INVESTMENTS S.A.
proposed are shareholders of INFINITY CAPITAL INVESTMENTS S.A.
Votes in favor 100.000%, votes against 0.000% and abstentions 0.000% of the total votes held by shareholders present or represented.
Approves the appointment of the notary public Balaci Eugen and/or Popa Daniela-Maria of Professional Notarial Society Balaci Eugen Balaci notary in Craiova, Dolj County, to supervise, at the company's expense, the operations carried out by the secretaries of the meeting, in accordance with the provisions of Art. 129 para. (3) of Law 31/1990 (R).
Votes in favor 94.151%, votes against 5.849% and abstentions 0.000% of the total votes held by shareholders present or represented.
Approves the election of the committee for counting the votes cast by shareholders on the agenda items of the Extraordinary General Shareholders Meeting, composed of three members, namely Mrs. Vlăduţoaia Valentina, Mrs. Lazăr Mihaela-Simona and Mrs. Talea Mihaela, with identification data available at the company's headquarters. The proposed persons are shareholders of INFINITY CAPITAL INVESTMENTS S.A.
Votes in favor 100.000%, votes against 0.000% and abstentions 0.000% of the total votes held by shareholders present or represented.


Approves the subscribed share capital reduction of INFINITY CAPITAL INVESTMENTS S.A from 47,500,000 lei to 43,000,000 lei, by cancelling a number of 45,000,000 own shares acquired by the Company as a result of the public tender offer for own shares in the period 12.11.2024-25.11.2024 in application of the buyback programme approved by the Extraordinary General Shareholders Meeting dated 30.09.2024.
After the share capital reduction, the subscribed and paid share capital of INFINITY CAPITAL INVESTMENTS S.A. will be 43,000,000 lei, divided into 430,000,000 shares with a nominal value of 0.10 lei/share.
Consequently, after the reduction of the share capital, the company's articles of association is amended as follows:
Paragraph 1 of Article 4 of the company's articles of association is amended, after the reduction of the share capital, as follows:
"(1) The subscribed and paid-up share capital is 43,000,000 lei."
The first paragraph of Article 5 of the company's articles of association is amended after the reduction of the share capital as follows:
"(1) The share capital is divided into 430,000,000 shares with a nominal value of 0.1 lei each."
The reduction of the subscribed share capital is carried out pursuant to Art. 207 para. (1) letter c) of the Companies Act no. 31/1990 R and will be effective upon fulfilment of the legal conditions, respectively: (i) the publication of the Extraordinary General Shareholders Meeting resolution approving the reduction of the share capital in the Official Journal of Romania, Part IV -; (ii) the endorsement of the amendments regarding art. 4 para. 1 and art. 5 para. 1 of the company's articles of association by the Financial Supervisory Authority; (iii) the registration of the Extraordinary General Shareholders Meeting resolution approving the reduction of the share capital with the Trade Register. Votes in favor 100.000%, votes against 0.000% and abstentions 0.000% of the total votes held by shareholders present or represented.
Approves the amendment of the company's Articles of Association as follows: Art. 4 para. 1 is amended and shall read as follows:


(1) The subscribed and paid-up share capital is 43,000,000 lei.
Art. 5 para. 1 is amended and shall read as follows:
Art. 5 Shares
(1) The share capital is divided into 430,000,000 shares with a nominal value of 0.1 lei each.
Votes in favor 100.000%, votes against 0.000% and abstentions 0.000% of the total votes held by shareholders present or represented.
Approves the power of attorney for the President/General Director of INFINITY CAPITAL INVESTMENTS S.A., with the possibility of substitution, to sign the decisions of the Extraordinary General Shareholders Meeting, the amended and updated form of the articles of association and any other related documents, to represent the company and to carry out all acts and formalities of publicity, registration and implementation of the decisions adopted by the General Shareholders Meeting at the Trade Register Office, the Financial Supervisory Authority, Depozitarul Central S.A. and any other authorities. Votes in favor 100.000%, votes against 0.000% and abstentions 0.000% of the total votes held by shareholders present or represented.
30.01.2025 is approved as the registration date (former date: 29.01.2025), in accordance with the applicable legal provisions, in order to determine the shareholders on whom the effects of the adopted resolutions are to be passed.
Votes in favor 100.000%, votes against 0.000% and abstentions 0.000% of the total votes held by shareholders present or represented.
Sorin - Iulian CIOACĂ President of the Board of Directors
Mirela Dănescu Compliance Officer

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