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S.N.T.G.N. Transgaz S.A. AGM Information 2019

May 21, 2019

2309_iss_2019-05-21_732a3c7c-e004-4c7e-9e6b-791a6315e7d0.pdf

AGM Information

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CURRENT REPORT according to the provisions of art. 122 of Law 24/2017

Date of report: 21 May 2019 Name of issuing entity: SNTGN TRANSGAZ SA Headquarters: Mediaş, 1 Constantin I. Motaş Square, Sibiu County Telephone/fax number: 0269803333/0269839029 Tax identification code: RO 13068733 Trade Register number: J32/301/2000 Subscribed and paid-up capital: 117,738,440 RON Regulated market on which issued securities are traded: Bucharest Stock Exchange.

REPORTED EVENTS:

According to the laws on reporting to the capital market institutions SNTGN TRANSGAZ SA notifies all shareholders and investors that the Ordinary General Meeting of the Company's Shareholders was held on 21 May 2019 as convened, according to Art. 117 of Law 31/1990 on trading companies, republished as further amended and supplemented, and of Art. 16 of the updated Articles of Incorporation.

We hereby enclose Resolution No.4/21.05.2019 of the Ordinary General Meeting of the Shareholders of SNTGN Transgaz SA Medias.

RESOLUTION NO. 4 of the Ordinary General Meeting of the Shareholders of the National Gas Transmission Company TRANSGAZ S.A. Medias, as of 21 May 2019

The Ordinary General Meeting of the Shareholders of the National Gas Transmission Company TRANSGAZ S.A., open company, headquartered in Medias, 1 C.I. Motaș Square, Sibiu County, registered with the Sibiu Trade Register Office under number J/32/301/2000, tax identification code RO13068733, subscribed and paid-up capital: 117,738,440 RON, divided into 11.773.844 shares, each having a nominal value of 10 lei ,convened under article 117 of Companies Law 31/1990 republished, as further amended and supplemented, of Law 24/2017 on the issuers of financial instruments and market operations, of Financial Supervisory Authority Regulation 5/2018 on the issuers of financial instruments and market operations, and under Art. 16 of the updated Articles of Incorporation, adopts today, in the meeting held on 21 May 2019, at the first, in which shareholders representing 72.8512% of the share capital and 72.8512% of the total voting rights participated, at the headquarters of the National Gas Transmission Company TRANSGAZ S.A. of Medias, 1 C. I. Motaș Square, Sibiu County, the following:

RESOLUTION

Art.1. With 8574867 votes For, representing 99.970620% of the total number of expressed votes and with 2520 votes Abstention, representing 0.029380% of the total number of expressed votes, approves the annual consolidated financial statements (statement of financial position, statement of comprehensive result, statement of equity changes, statement of cash flows, notes to the financial statements) of SNTGN TRANSGAZ SA for financial year 2018, prepared according to the International Financial Reporting Standards adopted by the European Union and approved by OMPF 2844/2016 and requests the administrative and executive management of the Company to take all necessary actions for compliance with Art.11 of GO 26/2013 on strengthening financial discipline at the level of economic operators where the state or administrative-territorial units are sole or majority shareholders or hold directly or indirectly a majority share.

Responsibility for the reality, accuracy and correctness of the transmitted data underlying the issuance of this order lies with the Board of Administration and the executive management of the Company.

Art.2. With 1686027 votes For, representing 19.656650% of the total number of expressed votes and with 6891360 votes Abstention, representing 80.343350% of the total number of expressed votes, takes note of the consolidated Report issued by the Board of Administration of SNTGN TRANSGAZ SA for the activity performed in 2018.

Art.3. With 1686027 votes For, representing 19.656650% of the total number of expressed votes and with 6891360 votes Abstention, representing 80.343350% of the total number of expressed votes, takes note of the content of the Financial Audit Report on the annual consolidated financial statements concluded by SNTGN TRANSGAZ SA on 31 December 2018 and of the BDO AUDIT independent auditor`s report expressed in its report.

Art.4. With 8577367 votes For, representing 99.999770% of the total number of expressed votes and with 20 votes Abstention, representing 0.000230% of the total number of expressed votes, sets the date of 7 June 2019 as registration date for the shareholders subject to the Resolution of the Ordinary General Meeting of the Shareholders.

Art.5. With 8577367 votes For, representing 99.999770% of the total number of expressed votes and with 20 votes Abstention, representing 0.000230% of the total number of expressed votes, empowers Mr Remus Gabriel Lăpușan, as Chairman of the Board of Administration, to sign the Resolution of the Ordinary General Meeting of the Shareholders, and Mr. Grigore Târsac, as the Deputy Director - General of SNTGN Transgaz SA, to sign the necessary documents for the registration and publication of the Resolution of the Ordinary General Meeting of the Shareholders at the Trade Register Office attached to Sibiu Law Court.

President of the Board of Administration

Remus Gabriel Lăpușan