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ARGUS SA Constanta - UARG

OGSM resolutions no.1 from 15.03.2019

Release Date: 3/15/2019 6:00:00 PM

IRIS Code: F7C71

To:                  FINANCIAL SUPERVISORY AUTHORITY

            FINANCIAL INSTRUMENTS AND INVESTMENTS SECTOR

            Fax: 021 659.60.51; 021 659.64.36

 

BUCHAREST STOCK EXCHANGE

            Fax: 021 312 47 22

CURRENT REPORT

According to ASF Regulation no. 5/2018, regarding the issuers and securities transactions,

and Law no. 24/2017, regarding Capital Market

Report date: 15.03.2019

Company name:  ARGUS S.A. CONSTANTA

Headquarters: Industriala Street, no. 1

Tel/Fax no. 0241/67.68.40; 0241/63.43.67

Fiscal code 1872644: Tax attribute RO

Trade register number: J 13/550/1991;

Share capital subscribed and paid: 53.670.699 lei

Regulated market where the issued securities are traded:  BVB-ATS AeRo

Shares ( market symbol UARG)

 

Significant event to report:

            Ordinary General Shareholders Meeting decision no. 1 from 15.03.2019

 

The Ordinary General Shareholders Meeting took place on 15.03.2019, in the first convocation day, at the company’s headquarters from Industriala Street no. 1, Constanta, under publicity conditions, quorum and vote as per applicable Romanian legislation and the company’s Constitutive Act dispositions

At the meeting were present also representative shareholders that own a number of 30.920.256 shares, representing 86,42 % of the total social capital, with voting rights.

Following the debates regarding the items subscribed on the agenda and recorded in the meeting minutes, with unanimity of votes, the present and represented shareholders have adopted:

 DECISION

     1.    Approval of the individual financial statements at 31.12.2018, based on the Board of Directors Report and Financial Audit Report.

2.    Approval to carry on the loss recorded by the company at 31.12.2018, with a value of 10.825.750,14 lei, and its coverage from future profits as per legal provision in force.

3.    Approval of the administration discharge of the company’s administrators for financial year 2018.

 

4.    Approval of the administrators allowance at the same levels from financial year 2018, available from 01.04.2019.

5.    Approval of the proffesionally liability insurance of administartors and executive managers at 10.000 Euro/person, the company suporting the costs.

6.    Approval of the Incomes and Costs Budget for year 2019, in the presented form:

a.    Total Incomes     243.492.096  lei

b.    Total Costs         237.513.480  lei

c.   Gross profit           5.978.616  lei

7.    Approval of the Investments Program for year 2019, in the presented form, with a value of 438.500 euro, with the mention that the investments will be made according to priorities and the available financing sources

8.    Approval of the Financial Statements for the year closed at 31.12.2018, drafted in accordance with IFRS for the approval of the accounting regulations as per European Directives and Accounting Law no. 82/1991, republished

9.    Approval of the extension for the audit contract with the financial auditor JPA Audit & Consultancy Bucharest, for a two-year period, starting with 20.12.2019 until 20.12.2021, for the audit of the individual and consolidated financial statements for the financial years 2019 and 2020.

10. Approval to mandate the Board of Directors to approve the conditions from the audit contract that will be closed with JPA Audit&Consulytancy and maintaining the same fees from 2018.

11. Approval of 03.04.2019 as registration date in accordance with art. 86 alin. (1) from Law no. 24/2017, to identify shareholders that are affected by the decisions made by the  Shareholders General Meeting and 02.04.2019 as “ex-date”, in accordance with the applicable law.

12. Approval of empowerment for Mr. Emilian Mihai Niculescu – General Manager and/or Mrs. Alina Pirjan – Attorney, for signing and performing all of the A.G.O.A. decisions and performing all formalities provided by the law for the registration of the mentions at the Commerce Register, accordingly with the adopted decisions.

  

   PRESIDENT of

Ordinary Shareholders Meeting,

Cristian Busu

 

 



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