The amended convening notice of the  General Meeting of SNN Shareholders – 25.04.2016

Convening notice for the General Meeting of SNN Shareholders – 25.04.2016

Rules and regulations regarding the organization and holding of general meetings of shareholders of Societatea Nationala “Nuclearelectrica” S.A.

 

Ordinary General Meeting of Shareholders

 

Items 2,3 and 4 – Note regarding the approval of the annual separate and consolidated financial statements of SN Nuclearelectrica SA for the financial year ended on 31.12.2015, on the basis of the independent auditor’s report and the annual report of the administrators for the year 2015

Item 2: The approval of the Annual Individual Financial Statements for the financial year ended at 31 December 2015, prepared in compliance with the International Financial Reporting Standards adopted by the European Union (“IFRS-EU”), as provided by the Order of the Ministry of Public Finance number 1286/2012 with the subsequent amendments (“OMFP 1286/2012”), based on the Annual Report of the Administrators for the year 2015 and on the Independent Auditor’s Report on the annual individual financial statements for the year 2015

Annual Individual Financial Statements for the financial year ended at 31 December 2015

Independent Auditor’s Report on the annual individual financial statements for the year 2015 (please see the re-issued opinion)

Re-issued opinion:  Independent Auditor’s Report on the annual individual financial statements for the year 2015

Item 3: The approval of the Consolidated Financial Statements for the financial year ended at 31 December 2015, prepared in compliance with IFRS-UE, as provided by OMFP 1286/2012, based on the Annual Report of the Administrators for the year 2015 and on the Independent Auditor’s Report on the annual consolidated financial statements for the year 2015.

Consolidated Financial Statements for the financial year ended at 31 December 2015

Independent Auditor’s Report on the annual consolidated financial statements for the year 2015 (please see the re-issued opinion)

Re-issued opinion: Independent Auditor’s Report on the annual consolidated financial statements for the year 2015

Item 4: Note regarding the approval of the annual report for the financial year 2015

The Annual Report of the Administrators prepared in compliance with the provisions of art. 227 of the Law no. 297/2004 regarding the capital market and with the Annex np. 32 to the CNVM Regulation no. 1/2006 for the financial year ended at 31 December 2015

Item 5: The approval of the proposal of the Board of Directors regarding the distribution of the net profit for the financial year 2015, of the gross dividend in total amount of 99.499.571 lei, of the dividend per share in amount of 0,33 lei, of the date of the dividend payment namely 28 June 2016 and of the payment methods provided in the Note presented to the shareholders.

Item 7: The approval of the dividend policy of SN Nuclearelectrica SA.

Request of Fondul Proprietatea for the amendment of the agenda of the OGMS

Items 9 and 10: The approval of the Administration Activity Report for the fourth quarter of 2015, prepared in compliance with articles 7, item 7.19 of the administration contract concluded by the members of the Board of Directors with SN Nuclearelectrica S.A.

Performance indicators for the management

EURATOM Covenants

Item 11: The approval of the discharge of duties of the administrators for the financial year ended at 31 December 2015.

Item 12: The approval of the update of the Annex 1.1 and Annex 1 to the administration contract concluded between the administrators and the company and the empowerment of the representative of the Minsitry of Energy to sign the addendums to the administration contracts with the members of the Board of Directors.

Item 13: Information note regarding the transactions concluded with the administrators or managers, employees, shareholders having control over the company or with a company controlled by them during 15.02.2016 – 15.03.2016, in accordance with Art. 52 paragraphs (1) and (2) of OUG No. 109/2011.

 

Item 14: 12. Information on the transactions concluded by SNN with another public company or with the public supervisory body, if the transaction has a value, either individually or in a series of transactions, of at least EUR 100 000 in lei equivalent, during 15.02.2016 – 15.03.2016, which falls under the incidence art. 52 paragraph. (5) of OUG 109/2011.

 

Extraordinary General Meeting of Shareholders

Item 2: The approval of the transfer, free of charge, of the social assets presented in the Note no. 3795/24.03.2016 to the Local Council of Cernavoda.

 

General powers of attorney

 

General power of attorney for individual shareholders OGMS – click aici

General power of attorney for individual shareholders EGMS – click aici

General power of attorney for legal person shareholders OGMS – click aici

General power of attorney for legal person shareholders EGMS – click aici

 

Special powers of attorney

Special power of attorney for individual shareholders OGMS (amended) – click aici

Special power of attorney for individual shareholders EGMS – click aici

Special power of attorney for legal person shareholders OGMS (amended) – click aici

Special power of attorney for legal person shareholders EGMS – click aici

 

Correspondence ballots

 

Correspondence ballot for individual shareholders for OGMS (amended) – click aici

Correspondence ballot for individual shareholders for EGMS – click aici

Correspondence ballot for legal person shareholders for OGMS (amended) – click aici

Correspondence ballot for legal person shareholders for EGMS – click aici

 

Resolution drafts

Resolution draft for OGMS (amended)

Resolution draft for EGMS

 

Resolutions

OGMS Resolution 25.04.2016

EGMS Resolution 25.04.2016