General Meeting of Shareholders for the running year

This section intends to provide information on the organization and convening of the General Shareholder Meeting, in accordance with the Articles of Incorporation.

The General Meeting of Shareholders shall be convened by the Board of Directors whenever necessary.

The General Meeting of Shareholders shall take place at the registered office of the company or elsewhere as indicated in the Convening Notice.

The General Meeting of Shareholders is called by public announcement in Romania, with at least 30 days prior notice.

Attendance to the Meeting is subject to having the shareholder status at the reference date established in the Convening Notice. The support documents are posted on the company’ website, section Investor Relations, being available to all shareholders. Rompetrol Rafinare S.A. observes the “one share, one vote, one dividend” principle. There are no shares without voting rights, shares conferring the right to more than one vote or preference shares.

The Board of Directors shall convoke the General Meeting of Shareholders upon the request of shareholders holding individually or together at least 5% of the share capital. In this case, the General Meeting of Shareholders shall be convoked within 30 days and shall be held within 60 days from receipt of the request.

General Meeting of Shareholders current year

Report description
Extraordinary General Meeting of Shareholders as of 5/8 November 2021
CURRENT REPORT - CONVENING Notice of EGMS - November 5/8, 2021 – starting with 11:00 a.m.
Special Power of Attorney for the Extraordinary General Meeting of Shareholders
Correspondence Voting Ballot for the Extraordinary General Meeting of Shareholders
Documents and informative notes related to items included on the agenda of EGMS 5/8 November 2021:
Item 1– Note 1 - Approval of the amendment and updating of the Articles of Incorporation of the Company
Item 2 – Note 2 – Establishing „Registration Date” and „Ex-Date”
Item 3 – Note 3 - Empowerment for signing and registering the EGMS Resolution
Draft Resolution No. 8/2021 of EGMS dated 5/8 November 2021
Extraordinary General Meeting of Shareholders as of 6/9 august 2021
Results on the votes on the Resolutions no. 6/2021 and no. 7/2021 of the Extraordinary General Meeting of Shareholders dated August 6, 2021
CURRENT REPORT - EGMS Resolutions – meeting held on August 6, 2021
CURRENT REPORT - CONVENING Notice of EGMS - August 6/9, 2021 – starting with 11:00 a.m.
Current Report regarding Draft Resolution received from a Shareholder for EGMS for August 6/9, 2021
Special Power of Attorney for the Extraordinary General Meeting of Shareholders – republished in July 21, 2021
Correspondence Voting Ballot for the Extraordinary General Meeting of Shareholders – republished in July 21, 2021
Documents and informative notes related to items included on the agenda of EGMS – 6/9 August 2021:
Items 1 and 2 – Note 1 – approval of a resolution to confirm the continuation of the activity of the Company
Annex 1 of Note 1– Report of the Board of Directors regarding the patrimonial situations of Rompetrol Rafinare S.A. as of December 31, 2020 according to art. 153^24 of Company Law No. 31/1990
Annex 2 of Note 1 – Decision no. 1 adopted by the Board of Directors on June 30, 2021
Internal audit report
Items 3 and 4 – Note 2 regarding net asset recovery solutions
Annex 1 to Note 2 – Decision no. 2 adopted by the Board of Directors on June 30, 2021
Annex 2 to Note 2 – Summary analysis of net asset recovery solutions in accordance with article 15324 of Law no. 31/1990 regarding the companies
Item 4 - Draft Resolution received from a Shareholder for EGMS for August 6/9, 2021 - published in July 21, 2021
Decision adopted by the Board of Directors on July 16, 2021 - published in July 21, 2021
Annex 3 to Note 2 – Detailed analysis of net asset recovery solutions in accordance with article 15324 of Law no. 31/1990 regarding the companies
Item 5 – Note 3 – Establishing „Registration Date”, „Ex-Date”, „Payment Date” and „Payment Date of the shares fractions ”
Item 6 – Empowerment for signing and registering the EGMS Resolutions
EGMS Resolutions drafts
Ordinary and Extraordinary General Meeting of Shareholders – April 28th/29th, 2021
Results on the votes on the Resolutions no. 1/2021 – no. 3/2021 of the Ordinary General Meeting of Shareholders dated 28 April 2021
Results on the votes on the Resolutions no. 4/2021 – no. 5/2021 of the Extraordinary General Meeting of Shareholders dated 28 April 2021
Current report – OGMS and EGMS Resolutions – meetings held on 4/28/2021
Supplementing of the convening notice of the OGMS agenda on April 28th/29th, 2021
The correct form of the Convening Notice for OGMS and EGMS – April 28/29, 2021 (published on: March 25, 2021)
Current Report - CONVENING Notice of OGMS and EGMS - April 28/29, 2021 – starting with 11:00 a.m. for OGMS, respectively with 01:00 p.m. for EGMS (published on: March 24, 2021)
Special Power of Attorney For the OGMS April 28 2021 – items pct 3, 61 revised April 15 2021
Special Powers of Attorney for the Ordinary General Meeting of Shareholders
Special Power of Attorney for the Extraordinary General Meeting of Shareholders
Correspondence voting ballot for the OGMS revised 28.04.2021 - items 3 and 61
Correspondence Voting Ballots for the Ordinary General Meeting of Shareholders
Correspondence Voting Ballot for the Extraordinary General Meeting of Shareholders
Documents and informative notes related to items included on the agenda of OGMS - 28/29 April 2021:
1 - Separated Annual Financial Statements for 2020
2 - Consolidated Annual Financial Statements for 2020
3 – Discharge of liability of the members of the Board of Directors
4 - Income and Expediture Budget, Production Plan and the Investment Plan for 2021
5 – Remuneration policy of the management structure of the Comp
6 – Administrator remunerations
Note 61 - Approval by the OGMS of the reelection of EY as financial auditor
7 - Establising " Registration date" and "Ex date"
8 – Empowerment for signing and registering the OGMS resolutions
Revised Draft Resolutions for OGMS
Draft Resolutions of OGMS
Documents and informative notes related to items included on the agenda of EGMS – 28/29 April 2021:
1 - Note regarding Update of Article of Incorporation
2 – Note regarding Framework contract for crude oil acquisition
3 - Note regarding conclusion by the RRC of the Additional Act no. 2 to the Loan Agreement no. 2/02.05.2012
4 - Establising " Registration date" and "Ex date"
5 - Empowerment for signing and registering the EGMS resolutions
Draft Resolutions of EGMS