The convening notice of the Ordinary  General Meeting of Shareholders for 28.04.2022

The Regulation regarding the organization and unfolding of the General Meetings of Shareholders updated in October 2020 through the BoD Decision no. 205/15.10.2021

Ordinary General Meeting of Shareholders

Item 2: The approval of the Audited Individual Financial Statements as at and for the date ended on December 31, 2021, prepared in compliance with the Order of the Ministry of Public Finances no. 2844/2016 for the approval of the accounting regulations compliant with the International Financial Reporting Standards, based on the 2021 Annual Report of the Administrators and the Report of the Independent Auditor on the Annual Individual Financial Statements as at and for the period ended on December 31, 2021.

Auditor’s report

Item 3: The approval of the Annual Consolidated Financial Statements as at and for the date ended on December 31, 2021 prepared in compliance with the Order of the Ministry of Public Finances no. 2844/2016 for the approval of the accounting regulations compliant with the International Financial Reporting Standards, based on the 2021 Annual Report of the Administrators and the Report of the Independent Auditor on the Annual Consolidated Financial Statements as at and for the period ended on December 31, 2021.

Auditor’s report 

 

Item 4: The approval of the Annual Report of the Administrators for the financial year ended on December 31, 2021, in compliance with the provisions of art. 65 of the Law no. 24/2017, republished on 10.08.202, regarding issuers of financial instruments and market operations, as subsequently amended, and with the provisions of the Annex 15 to Regulation no.5/2018 regarding issuers of financial instruments and market operations, as subsequently amended.

The annual report of the Board of Directors for 2021

The annual report of the Board of Directors for 2021 in ESEF format 

SN Nuclearelectrica’s Sustainability Report for 2021 

Item 5: The approval of the proposal regarding the distribution of the net profit for the financial year 2021, on the destination, as provided in Note presented to the shareholders.

Item 6: The approval of the Quarterly report of the Board of Directors for the IV quarter of 2021.

Item 7: The approval of the discharge of duty of the members of the Board of Directors for the financial year 2021.

Item 8: The election of two provisional members of the Board of Directors, starting with 28.04.2022, for a t 4 months mandate, in accordance with the provisions of art. 64¹, par. (3) and par. (5) of GEO no. 109/2011, with subsequent amendments and completions (secret vote).

Item 9: The approval of the Contract of Mandate form which is to be signed by the company with the new BoD provisional members and the mandating of the Ministry of Energy representative within the GMS to sign on behalf of the company the Mandate Contract with the provisional administrators.

Item 10: The approval of the monthly gross fixed indemnity for the provisional members of the Board of Directors at the level of 15,057 lei, equal to that of the most recent administrator on duty selected according to GEO no. 109/2011, as well as of a variable component determined identically to current administrators, at the level of the short-term component, granted in proportion to the period of the provisional mandate.

Note for items 8,9 and 10 on the OGMS agenda

Form of the Mandate Contract

Appendix 3.1

Appendix 3.2

CV Mr. Serban Constantin Valeca

CV Mr. George Sergiu Niculescu

List of the proposed candidates for the position of the provisional member of the Board of Directors in accordance with item 8 on the OGMS agenda

Item 11: The approval of the SNN Remuneration Report for the financial year 2021, in accordance with the provisions of art. 107, para. (6) of Law no. 24/2017 on issuers of financial instruments and market operations, republished.

Item 12: Information regarding the approval of contracting a financing facility.

Item 13: Information on the transactions concluded by the directors or the managers, with employees, with shareholders holding the control over the company or a company controlled by them, pursuant to art. 52, par. (3) letter a) of GEO [Government Emergency Ordinance] 109/2011, as subsequently amended and supplemented, during the period 02.12.2021-28.02.2022.

Item 14: Information on the transactions concluded by the directors or the managers, with employees, with shareholders holding the control over the company or a company controlled by them, pursuant to art. 52, par. (3) letter b) of GEO no. 109/2011, as subsequently amended and supplemented, during the period 12.2021-28.02.2022.

General powers of attorney

General power of attorney for individual shareholders OGMS – click here

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

 

Special powers of attorney

Special power of attorney for individual shareholders OGMS (for the secret vote)   – click here

Special power of attorney for individual shareholders OGMS  – click here

Special power of attorney for legal person shareholders OGMS (for the secret vote)  – click here

Special power of attorney for legal person shareholders OGMS   – click here

 

Correspondence ballots

Correspondence ballot for individual shareholders for OGMS (for the secret vote)  – click here

Correspondence ballot for individual shareholders for OGMS   – click here

Correspondence ballot for legal person shareholders for OGMS (for the secret vote)  – click here

Correspondence ballot for legal person shareholders for OGMS  – click here

 

Resolution drafts

OGMS resolution draft

Resolution

OGMS resolution