Pre-Annual General Meeting Information • Mar 21, 2025
Pre-Annual General Meeting Information
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The Financial Supervisory Authority The Bucharest Stock Exchange
Current report according to Financial Supervisory Authority Regulation no. 5/2018
Date of report: March 21 Name of the issuing entity: VRANCART
Telephone/fax no.: 0237-640.800/0237-641.720 Tax Identification Number: RO 1454846 Trade Registry registration no.: J39/239/1991 Subscribed and paid-in share capital: RON 201,011,575.10 The regulated trading market: The Bucharest Stock Exchange
st, 2025 Registered office: Adjud, 17th Ecaterina Teodoroiu Street, Vrancea County
The Board of Directors of VRANCART, with registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, registered at the Trade Register Office of the Court of Vrancea under no. J39/239/1991, unique registration code RO1454846, gathered in meeting on March 20th, 2025, convenes the Ordinary General Meeting of Shareholders on April 29th/30th, 2025, at 1100 AM and the Extraordinary General Meeting of Shareholders on April 29 th/30th, 2025, at 12 00 AM, at the company's registered office.
We enclose to this Current Report the Convening Notice of the Ordinary and Extraordinary General Meetings of Shareholders of April 29th/30th, 2025.
Chairman of the Board of Directors
Nicu – Ciprian FEDOR

with registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, registered at the Trade Register Office attached to the Vrancea Tribunal under the number J39/239/1991, having the Unique Registration Code 1454846, Fiscal Attribute RO, convenes for April 29th, 2025 the Ordinary General Meeting of Shareholders, at 11:00 hours AM and the Extraordinary General Meeting of Shareholders, at 12:00 hours AM.
If the quorum conditions are not met at the first call, the Ordinary General Meeting of Shareholders and the Extraordinary General Meeting of Shareholders are convened for the second time, with the same Agenda, on April 30th, 2025, 11:00 hours AM and 12:00 hours AM, respectively.
The Ordinary General Meeting of Shareholders and the Extraordinary General Meeting of Shareholders will take place at the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County. At the Ordinary General Meeting of Shareholders and at the Extraordinary General Meeting of Shareholders, all shareholders registered in the Company's Register of Shareholders at the end of April 15th , 2025, considered as the reference date, are entitled to participate and vote.
A. The Ordinary General Meeting of Shareholders (O.G.M.S.) will have the following Agenda:
1. Approval of the Financial Statements for the financial year 2024, based on the Reports submitted by the Board of Directors and the Financial Auditor.
2. Approval of the Report of the Chairman of the Board of Directors on the coordination of the activity of the Board of Directors in 2024.
3. Approval of the discharge of the Board of Directors for the financial year 2024.
4. Approval of the coverage of the negative result in 2024 from the result carried forward to December 31st, 2023, in the amount of RON 15,101,795.
5. Approval of the Income and Expenditure Budget for the financial year 2025.
6. Approval of the Investment Plan for the financial year 2025.
7. Approval of the remuneration due to the members of the Board of Directors of the Company for the financial year 2025, in the same amount as that of the previous year.
8. Approval of the general limits of all additional remuneration of the members of the Board of Directors of the Company for the financial year 2025, in the same amount as that of the previous year.
9. Approval of the general limit of the monthly remuneration provided for in the mandate contract of the General Manager of the Company for the financial year 2025, in the same amount as that of the previous year.
10. Approval of the payment of the additional remuneration of the members of the Board of Directors of the Company for the financial year 2024, within the limit of the previous year's amount.
11. Approval of the election of a new administrator/confirmation of the current provisional administrator, for a mandate equal to the period remaining until the expiration of the mandate of the directors in office (April 27th, 2026).
12. Approval of the election of the Financial Auditor and fixing the minimum duration of the contract with the Financial Auditor, as a result of the expiry of the audit contract.
13. Submission to the consultative vote of the General Meeting of Shareholders of the Remuneration Report for the Company's managers, for the year 2024, in accordance with the provisions of art. 107, paragraph (6) of Law no. 24/2017 on issuers of financial instruments and market operations, republished, with subsequent amendments and completions.
14. Approval of the date of June 2nd, 2025, as ex date, as defined by the provisions of the Regulation of the Financial Supervisory Authority no. 5/2018 on issuers of financial instruments and market operations, as subsequently amended and supplemented.
15. Approval of the date of June 3rd, 2025, as the registration date, as defined by the provisions of the Regulation of the Financial Supervisory Authority no. 5/2018 regarding the issuers of financial instruments and market operations, with subsequent amendments and completions, the date that defines the shareholders on whom the decisions taken at the Ordinary General Meeting of Shareholders of April 29th/30th, 2025 are reflected.
16. Empowerment of the Chairman of the meeting and the Secretary of the meeting, to sign the resolutions of the Ordinary General Meeting of Shareholders of April 29th/30th, 2025.
B. The Extraordinary General Meeting of Shareholders (E.G.M.S.) will have the following Agenda:
1. Approval of the update of the main object of activity and the secondary object of activity of the Company, in accordance with the Classification of activities in the national economy - NACE Rev. 3 (approved by the Order of the President of the National Institute of Statistics no. 377/2024 on the update of the Classification of activities in the national economy - NACE), including by deleting certain secondary activities, as follows:
➢ Main field of activity:
NACE Group 172 - Manufacture of paper and paperboard articles
➢ Main activity:
NACE code 1721 - Manufacture of corrugated paper and cardboard and paper and cardboard packaging
➢ Sub-activities:
| 1085 | Manufacture of ready meals | |
|---|---|---|
| 1611 | Cutting and planing wood |
2225 Processing and finishing of plastic articles
Manufacture of other plastic products

Other information services activities n.e.c. Buying and selling your own real estate Rental and subletting of own or leased real estate Real estate brokerage services Other activities for real estate transactions on a commission or contract basis Business and management consulting activities Related engineering and technical consultancy Technical testing and analysis activities Research and development in natural sciences and engineering Research and Development in Social Sciences and Humanities Activities of advertisers Media representation services Activities in the field of public relations and communication Industrial and Fashion Design Activities Graphic design and visual communication activities Interior Design Activities Other specialized design activities Patent brokerage activities and marketing services Other professional, scientific and technical activities n.e.c. Rental and leasing activities with cars and light road vehicles Rental and leasing activities with heavy road vehicles Rental and leasing activities with construction machinery and equipment Rental and leasing activities with office machinery and equipment (including computers) Rental and leasing activities with other machinery, equipment and tangible goods n.e.c. Leasing of intangible assets (except copyrighted works) Brokerage services for the rental and leasing of cars, motorhomes and trailers Brokerage services for the rental and leasing of other tangible assets and intangible assets (except financial) Other protection activities n.e.c. General building cleaning activities Specialized cleaning activities Other cleaning activities Landscaping activities Activities for organizing exhibitions, fairs and congresses Intermediation activities for business support services n.e.c.

All activities classified according to NACE Rev. 2. are radiated.
2. Approval of the amendment and update of the Company's Articles of Association, in order to register the activity codes according to NACE Rev. 3, according to the details in item 1 of the Agenda.
3. Approval of the date of June 2nd, 2025, as ex date, as defined by the provisions of the Regulation of the Financial Supervisory Authority no. 5/2018 on issuers of financial instruments and market operations, as subsequently amended and supplemented.
4. Approval of the date of June 3rd, 2025, as the registration date, as defined by the provisions of the Regulation of the Financial Supervisory Authority no. 5/2018 regarding the issuers of financial instruments and market operations, with subsequent amendments and completions, the date that defines the shareholders on whom the decisions taken at the Extraordinary General Meeting of Shareholders of April 29th/30th, 2025 are reflected.
5. Empowerment of the Chairman of the meeting and the Secretary of the meeting, for the signing of the decisions of the Extraordinary General Meeting of Shareholders of April 29th/30th, 2025.
The right to vote may be exercised directly, by proxy or by correspondence. Each share held gives the right to one vote in the General Meetings of Shareholders.
One or more shareholders, representing individually or jointly at least 5% of the share capital, has/have the right to introduce new items on the Agenda of the O.G.M.S. and/or the E.G.M.S., provided that each item is accompanied by a justification or a draft decision proposed for adoption.
Proposals regarding the completion of the Agenda with new items can be submitted, in a sealed envelope, to the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, until April 9th , 2025, 16:00 hours PM, the closing time of the Company's program, or can be sent by e-mail, with a qualified electronic signature, according to Law no. 214/2024 on the use of electronic signature, of the timestamp and the provision of trust services based on them, with subsequent amendments and completions, until April 9th, 2025, 16:00 hours PM, at [email protected], mentioning in the subject "For the O.G.M.S. and/or the E.G.M.S. of April 29th/30th, 2025 – Proposals to supplement the Agenda". These proposals must be accompanied by copies of the valid identity documents of the shareholders requesting the introduction of new items on the Agenda, respectively, identity card and account statement issued by the Central Depository - in the case of individual shareholders, and certificate of ascertainment issued by the Trade Register Office (in original or true copy of the original) no later than 30 days before the date of publication of the Convening Notice or any other document issued by the competent authority of the state where the shareholder is legally registered - in the case of legal persons.
One or more shareholders, representing individually or jointly at least 5% of the share capital, has/have the right to submit draft resolutions for the items included or proposed to be included on the Agenda.
The proposals regarding these draft decisions can be submitted, in a sealed envelope, to the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, until April 9th, 2025, 16:00 hours PM, the closing time of the Company's program, or can be sent by e-mail, with a qualified electronic signature, according to Law no. 214/2024 on the use of electronic signature, of the timestamp and the provision of trust services based on them, with subsequent amendments and completions,

until April 9th, 2025, 16:00 hours PM, at the address [email protected], mentioning in the subject " For the O.G.M.S. and/or the E.G.M.S. of April 29th/30th, 2025 - Proposals for supplementing the Agenda". These proposals must be accompanied by copies of the valid identity documents of the requesting shareholders, respectively, identity card and the statement of account issued by the Central Depository - in the case of individual shareholders, and a certificate of ascertainment issued by the Trade Register Office (in original or true copy of the original) no later than 30 days before the date of publication of the Convening Notice or any other document issued by the competent authority of the state in which The shareholder is legally registered - in the case of legal entities.
Each shareholder has the right to ask questions regarding the items on the Agenda of the O.G.M.S. and/or the E.G.M.S. until April 11th , 2025, 16:00 hours PM. Questions can be submitted in writing, at the registered office of the Company in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, or can be sent by e-mail, with a qualified electronic signature, according to Law no. 214/2024 on the use of the electronic signature, the timestamp and the provision of trust services based on them, with subsequent amendments and completions, to the address [email protected], mentioning in the subject " For the O.G.M.S. and/or the E.G.M.S. of April 29th/30th, 2025". These questions must be accompanied by copies of the shareholders' valid identity documents, respectively, identity card and the statement of account issued by the Central Depository - in the case of natural person shareholders and the certificate of ascertainment issued by the Trade Register Office (in original or true copy of the original) no later than 30 days before the date of publication of the Convening Notice or any other document issued by the competent authority of the state in which the shareholder is legally registered - in the case of legal entities.
The Company will formulate a general answer to the questions with the same content, which will be available on the Company's website, in questionanswer format, under the heading "Frequently Asked Questions".
The shareholders may participate in person or may be represented in the O.G.M.S. and/or the E.G.M.S. by their legal representatives or by other persons who have been granted a special power of attorney, based on the special power of attorney form made available by the Company, under the law.
The shareholders may be represented in the O.G.M.S. and/or the E.G.M.S. through other persons, based on a special power of attorney or a general power of attorney, drawn up in accordance with the provisions of Law no. 24/2017 on issuers of financial instruments and market operations, republished, with subsequent amendments and completions.
The shareholders registered in the Register of Shareholders of the Company at the end of the day of the reference date may exercise their rights in the O.G.M.S. and/or the E.G.M.S. also through general powers of attorney. Thus, a shareholder may participate in the O.G.M.S. and/or the E.G.M.S. through a representative with a general power of attorney, if the power of attorney is granted by the shareholder, as a client, only to an intermediary defined according to Law no. 24/2017 on issuers of financial instruments and market operations, republished, with subsequent amendments and completions, or to a lawyer.
The general power of attorney, in original, must reach the Company under the same conditions and within the same terms applicable to special powers of attorney, as specified in this Convening Notice.
Shareholders may not be represented in the O.G.M.S. and/or the E.G.M.S. on the basis of a general power of attorney by a person who is in a situation of conflict of interest.
The special power of attorney forms (in Romanian and/or English) can be obtained from the Company's registered office, in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County – Legal Department, or can be downloaded from the Company's website – www.vrancart.ro, starting with March 28th, 2025. An original copy of the special power of attorney, completed and signed, accompanied by a copy of the shareholder's valid identity document (identity card - in the case of individual shareholders and registration certificate - in the case of legal entities) will be submitted/sent to the Company's registered office by April 25th, 2025, at 11:00 hours AM, another to be made available to the representative, so that he can prove his capacity as a representative in the Assembly. The powers of attorney, accompanied by the identification documents of the shareholders, can also be sent by e-mail, with a qualified electronic signature, according to Law no. 214/2024 on the use of the electronic signature, the timestamp and the provision of trust services based on them, with subsequent amendments and completions, until the date of April 25th, 2025, at 11:00 hours AM, at the

address [email protected], mentioning in the subject "For the O.G.M.S. and/or the E.G.M.S. of April 29th/30th, 2025". On the date of the O.G.M.S. and/or the E.G.M.S., the designated representative will hand over the originals to the special powers of attorney, if they were sent by e-mail, with a qualified electronic signature, and a copy of the valid identity document of the designated representative.
Shareholders have the possibility to vote by correspondence, before the O.G.M.S. and/or the E.G.M.S., using the correspondence vote ballot. The correspondence vote ballots (in Romanian and/or English) can be obtained from the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County – Legal Department or can be downloaded from the Company's website – www.vrancart.ro, starting with March 28th, 2025. The correspondence vote ballots, completed and signed, accompanied by a copy of the valid identity document of the shareholder (identity card - in the case of individual shareholders, respectively registration certificate and copy of the identity document of the legal representative - in the case of legal persons) will be sent to the Company's registered office, with acknowledgement of receipt, so that they are registered as received no later than April 25th, 2025, at 11:00 hours AM. Under penalty of losing the right to vote, the ballots received after the above date and time will not be taken into account for determining the quorum within the O.G.M.S. and/or the E.G.M.S.
In accordance with the provisions of art. 105 para. (23³) of Law no. 24/2017 on issuers of financial instruments and market operations, republished, with subsequent amendments and completions, the position of "abstention" adopted by a shareholder regarding the items included on the Agenda of the O.G.M.S. and/or the E.G.M.S. does not represent a vote cast.
Candidates for election to the Board of Directors can be submitted at the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, or can be sent by e-mail, with a qualified electronic signature, according to Law no. 214/2024 on the use of the electronic signature, the timestamp and the provision of trust services based on them, with subsequent amendments and completions, until the date of April 7th , 2025, at 11:00 hours AM, to the e-mail address [email protected], mentioning in the subject "For the O.G.M.S. of April 29th/30th, 2025 – Board of Directors Application". Candidates for the Board of Directors must meet the requirements set out in the legislation in force, the Corporate Governance Regulations of the Company and the Articles of Association, which can be found on the company's website (www.vrancart.ro - Section for Shareholders / General Shareholders' Meeting).
The list containing information regarding the name, place of residence and professional qualification of the candidates for the position of member of the Board of Directors will be located at the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County and on the company's website (www.vrancart.ro - The Section for Shareholders / General Shareholders' Meeting), at the disposal of shareholders, to be consulted and completed by them, until April 7th, 2025, which is the deadline for submitting applications.
Candidates for membership in the Board of Directors will be registered in the correspondence vote ballots in the chronological order of their applications.
Applications for the election of the Financial Auditor may be submitted to the Company's registered office or may be submitted by e-mail, with a qualified electronic signature, in accordance with Law no. 214/2024 on the use of electronic signatures, timestamps and the provision of trust services based on them, as subsequently amended and supplemented, until April 7th , 2025, at 11:00 hours AM, to the e-mail address [email protected], mentioning in the subject "For the O.G.M.S. of April 29th/30th, 2025 – Financial Auditor Application".
The list containing information on the persons who have submitted their offer for the position of Financial Auditor will be made available to shareholders at the Company's registered office and on the Company's website (www.vrancart.ro - Section for Shareholders / General Shareholders' Meeting), to be consulted and completed by them, until April 7th, 2025, which is the deadline for submitting applications.
The candidates for the position of Financial Auditor will be registered in the correspondence vote ballots in the chronological order of submitting their applications.
The special power of attorney forms and correspondence vote ballots for the meetings of the O.G.M.S. and the E.G.M.S. will be updated until April 11th , 2025, if one or more shareholders, who meet the legal conditions, will

The draft resolutions and materials submitted for debate by the O.G.M.S. and the E.G.M.S. can be consulted at the Company's registered office in Adjud Municipality, 17th Ecaterina Teodoroiu Street, Vrancea County, every working day or on the company's website (www.vrancart.ro - Shareholders' Section / General Shareholders' Meeting), starting with March 28th, 2025.
Chairman of the Board of Directors Nicu – Ciprian FEDOR

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