S.N.T.G.N. Transgaz S.A. — AGM Information 2022

Apr 28, 2022

CURRENT REPORT According to the provisions of art. 139 of Law 24/2017 on the issuers of financial instruments and market operations

Date of report: 28 April 2022 Name of issuing entity: SNTGN TRANSGAZ SA Headquarters: Medias, 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 28 April 2022 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. 5/28.04.2022 of the Ordinary General Meeting of the Shareholders of SNTGN Transgaz SA Medias.

RESOLUTION NO. 5 of the Ordinary General Meeting of the Shareholders of the National Gas Transmission Company TRANSGAZ S.A. Medias, as of 28 April 2022

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, republished, as subsequently amended and supplemented, of Financial Supervisory Authority Regulation 5/2018 on the issuers of financial instruments and market operations, as subsequently amended and supplemented and under Art. 16 of the updated Articles of Incorporation, adopts today, in the meeting held on 28 April 2022, at the first convening, in which shareholders representing 68.9236 % of the share capital and 68.9236 % 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 8114915 votes For, representing 99.999460 % of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes, approves the annual individual financial statements (statement of financial standing, statement of comprehensive income, statement of changes in equity, statement of cash flows, notes to the financial statements) of SNTGN TRANSGAZ SA for the financial year 2021, prepared in accordance with International Financial Reporting Standards adopted by European Union and approved by OMFP no. 2844/2016.

Art.2. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes, approves the consolidated annual financial statements (statement of financial standing, statement of comprehensive income, statement of changes in equity, statement of cash flows, notes to the financial statements) of SNTGN TRANSGAZ SA for the financial year 2021, prepared in accordance with International Financial Reporting Standards adopted by European Union and approved by OMFP no. 2844/2016.

Art.3. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes, acknowledges the Annual consolidated annual report of the administrators of SNTGN TRANSGAZ SA regarding the activity carried out in 2021.

Art.4. With 604833 votes For, representing 7.453310% of the total number of expressed votes, with 6928421 votes Against, representing 85.378390% of the total number of expressed votes, and with 581705 votes Abstention, representing 7.168300% of the total number of expressed votes, does not approve the gross dividend per share in the amount of 15.61 lei/share, related to the financial year 2021.

Art.4.1 With 7504102 votes For, representing 92.472460% of the total number of expressed votes, with 610813 votes Against, representing 7.527000% of the total number of expressed votes, and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes, approves the gross dividend per share in the amount of 14.82 lei/share, related to the financial year 2021.

Art.5. With 8114915 votes For, representing 99.999460 % of the total number of expressed votes and with 44 votes Abstention, representing 0.000540 % of the total number of expressed votes, acknowledges the Financial Audit Report on the annual individual financial statements ended by SNTGN TRANSGAZ SA on 31 December 2021.

Art.6. With 8114915 votes For, representing 99.999460 % of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes acknowledges the Financial Audit Report on the consolidated annual financial statements ended by SNTGN TRANSGAZ SA on 31 December 2021.

Art.7. With 604833 votes For, representing 7.453310% of the total number of expressed votes, with 6928421votes Against, representing 85.378390% of the total number of expressed votes, and with 581705votes Abstention, representing 7.168300% of the total number of expressed votes does not approve the distribution of the net profit of financial year 2021, as follows:

• 1. the distribution of the net profit as follows:
  2. dividends due to the shareholders lei 183.789.704,84

• profit for the establishment of own financing sources lei 3.151.767,16

• 1. employee participation to profit according to Art.141 of the applicable Collective Labour Contract concluded by SNTGN TRANSGAZ SA, amounting to lei 17.178.424.

Art.7.1 With 7504102 votes For, representing 92.472460% of the total number of expressed votes, with 610813 votes Against, representing 7.527000% of the total number of expressed votes, and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes approves the distribution of the net profit of financial year 2021, according to Government Resolution 431/30.03.2022, as follows:

• 1. the distribution of the net profit as follows:
• dividends distributed to the state budget (50.0160%) ................... lei 102,092,608.80
• dividends distributed to other shareholders (35.4672%)...................lei 72,395,759.28
• profit for establishing own financing sources.......................................lei 12,453,103.92
• 1. employee participation to profit according to Art.141 of the applicable Collective Labour Contract concluded by SNTGN TRANSGAZ SA, amounting to lei 17,178,424.

Art.8. With 7307055 votes For, representing 90.044260% of the total number of expressed votes, with 226199 votes Against, representing 2.787430% of the total number of expressed votes, and with 581705 votes Abstention, representing 7.168300% of the total number of expressed votes acknowledges the Remuneration Report for 2021.

Art.9. With 8097708 votes For, representing 99.787420% of the total number of expressed votes, with 17207 votes Against, representing 0.212040% of the total number of expressed votes, and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes approves the discharge from administration of the administrators of SNTGN Transgaz S.A. for the activity carried out in 2021.

Art.10. With 8107775 votes For, representing 99.911470% of the total number of expressed votes and with 7184 votes Abstention, representing 0.088530% of the total number of expressed votes approves the evaluation of the fulfilment of the financial and non-financial performance indicators, annex to the contracts of mandate of the non-executive administrators.

Art.11. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes approves the following:

• 1. the prescription of the dividends related to financial year 2018 and not claimed until the prescription date, 16.07.2022;
• 1. the registration in the company's income account of the value representing the dividends related to financial year 2018 not claimed until the prescription date, 16.07.2022

Art.12. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes sets the date of 23.06.2022 as registration date for the shareholders subject to the Resolution of the Ordinary General Meeting of the Shareholders.

Art.13. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes sets the date of 22.06.2022 as ex-date, according to the applicable laws.

Art.14. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes sets the date of 14.07.2022 as dividend pay-out date.

Art.15. With 8114915 votes For, representing 99.999460% of the total number of expressed votes and with 44 votes Abstention, representing 0.000540% of the total number of expressed votes, empowers Mr. Văduva Petru Ion, as Chairman of the Board of Administration, or his alternate, Mr Nicolae Minea, Mr Csaba Orosz, Administrator, 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, or his alternate, Mr Mihai Leontin Leahu, Deputy Director-General, 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.

Chairman of the Board of Administration Văduva Petru Ion