Teraplast SA — AGM Information 2019

Dec 20, 2019

CURRENT REPORT

In accordance with Law no. 24/2017, and FSA Regulation nr.5/2018

Date of the report: December 20 th 2019 Name of the issuing company: TERAPLAST S.A. Registered office: village Saratel, Sieu-Magherus commune, DN 15A, km 45 + 500, county Bistrita-Nasaud Phone number: 0374/461.529 Fax number: 0263/231.221 Trade Register No.: J06/735/1992 VAT number: RO3094980 Subscribed and paid-up share capital: RON 133,780,650.8 Regulated market for shares admitted to trading: Bucharest Stock Exchange, standard cat., symbol TRP

Important events to be reported :

On December 20 th 2019, starting with 10:00 am, at Company's headquarters took place the Extraordinary General Meeting of Shareholders, which was legally and statutory constituted at first convocation. During this meeting participated in person, through power of attorney and also through voting by correspondence, the shareholders registered in the Shareholders Register held by Central Depository, at December 10 th 2019, established as a reference date, the quorum consisting of 54.0075%, from the total of 1,337,805,018 voting rights related to the 1,337,806,508 shares issued by the Company.

In order to ensure a complete and correct information of shareholders and potential investors, we reproduce the content of the decisions of the Extraordinary General Meeting of Shareholders of the Company TERAPLAST S.A:

DECISION no. 1 dated December 20 th , 2019 of the Extraordinary General Meeting of Shareholders of TERAPLAST S.A.

In pursuance of art.113 and the following of Companies Law 31/1990 as amended to date, of the Articles of Association of TERAPLAST S.A., of Law no. 24/2017, and the NSC Regulation no. 5/2018, the Extraordinary General Meeting of Shareholders of the company TERAPLAST S.A., headquartered in village Săraţel, commune Șieu-Magheruș, DN 15A, km 45+500, Bistrita-Nasaud County, registered at the Trade Register under no. J06/735/1992, VAT no. 3094980, held on December 20th, 2019 at the company's headquarters, at 10:00 am, in a total quorum of 54.0075% of the total 1,337,805,018 voting rights corresponding to the 1,337,806,508 shares issued by TERAPLAST S.A., representing a total number of 722,514,836 votes expressed,

TERA :	A TeraPlast®	TeraSteel	TT TeraGlass
PLAST	TeraPlast	TeraSteel		ു TeraPlast പ്രവും Recycling
GROUP	Hungary	Serbia	wetterbest

DECIDES

On the items of the agenda as follows:

1. Approves the decrease of the company's share capital from RON 133.780.650,80 to RON 133.780.501,80 by cancelling a number of 1490 own shares, with a par value of RON 0.1 per share, acquired by the company following the enforcement of the awarding report and the method of rounding to the lower integer, at the time of increasing the share capital pursuant to the EGMS Decision no. 1/27.04.2018 and to the EGMS Decision no. 1/25.04.2019. The grounds for decreasing the share capital reside in the need to optimise the share capital structure considering that:

2. the own shares were acquired as a result of the processing of Teraplast S.A. share capital increase, being registered in Teraplast's account the remaining shares, undistributed following the application of the calculation method (rounding to the lower),

3. acquiring the own shares to be cancelled has not been associated to a specific purpose, and, on the other hand, preserving those shares as own shares brings no benefits to the company and its shareholders.

Voting structure: 100% for, 0% against, 0% abstention

1. Approves the update of the Articles of Association, in accordance with the ones approved at point 1 of the present, as follows:

Art. 7. Alin. (1) "The subscribed and paid in share capital of the Company TERAPLAST S.A. is 133,780,650.8 lei divided into a number of 1,337,806,508 registered shares, with nominal value of 0.1 lei each" modifies and will have the following content:

"The subscribed and paid in share capital of the Company TERAPLAST S.A. is 133,780,501.80 lei divided into a number of 1,337,805,018 registered shares, with nominal value of 0.1 lei each".

Voting structure: 100% for, 0% against, 0% abstention

1. Establishes the date of January 16 th , 2019 as the registration date when the shareholders affected by the decisions adopted by the Extraordinary General Meeting of Shareholders shall be identified.

Voting structure: 100% for, 0% against, 0% abstention

1. Approves the date of January 15th , 2019, as "ex-date", namely the date previous to the registration date when the financial instruments, subject of the decisions of the corporate bodies, are transacted without the rights resulting from such decision, in accordance with art. 2 par. 2 lit. l) of Regulation no. 5/2018 regarding issuers and operations with securities.

Voting structure: 100% for, 0% against, 0% abstention

TERA	TeraPlast	TeraSteel	TT TeraGlass
PLAST	TeraPlast	TeraSteel		TeraPlast Recycling
GROUP	Hungary	Serbia	wetterbest

1. Authorizes the Board of Directors to enforce the decisions adopted by the Extraordinary General Meeting of Shareholders.

Voting structure: 100% for, 0% against, 0% abstention

1. Authorizes the Chairman of the Board of Directors, Mr. Dorel Goia, to sign, for and on behalf of all the shareholders present at the meeting, the EGMS Decision.

Voting structure: 100% for, 0% against, 0% abstention

1. Authorizes the company's legal adviser, Mrs. Diana Octavia Bretfelean, to do everything that is necessary as to record the EGMS Decision at the Trade Register of Bistrita-Nasaud Court, and to publish such decision in the Official Gazette of Romania, Section 4.

Voting structure: 100% for, 0% against, 0% abstention

Chairman of the Board of Directors

Dorel Goia

For additional information please contact us at the phone number +4 0741 270 439, e-mail: alexandra.sica@teraplast.ro, contact person Alexandra Șica – Manager PR.