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OIL TERMINAL S.A. - OIL

Dividend payment 2021

Release Date: 5/16/2022 3:41:25 PM

IRIS Code: D552F

No.191/16.05.2022

 

 

STATEMENT

REGARDING THE PAYMENT OF DIVIDENDS DISTRIBUTED BY OIL TERMINAL S.A. FOR THE FINANCIAL YEAR OF 2021

 

 

            OIL TERMINAL SA Constanta notices the payment of dividends for the financial year of 2021 starting from 07 June 2022 (payment date) to the shareholders registered on 17 May 2022 in the company’ Shareholders register kept by DEPOZITARUL CENTRAL S.A. The ex-date set by Shareholders General Assembly is 16 May 2022.

 

By Decision no. 9 of the Shareholders General Ordinary Assembly of 27 April 2022, the dividends distribution was settled according to the provisions of art. II and III of the Government Emergency Ordinance no. 29/2017 through Depozitarul Central S.A. and BCR – Banca Comerciala Romana, as payment agent appointed for dividends payment. The gross dividend value is of 0,00725676 lei per share and the dividend tax shall be calculated and and withheld by OIL TERMINAL S.A. from the gross dividend and shall be paid to state budget, according to applicable legal provisions, the shareholders shall cash the dividends in net value. The payment of net dividends shall be made in lei.

 

The payment of net dividends distributed according to art. II and III of the Government Emergency Ordinance no. 29/2017 is subject to the general provisions concerning prescription, being prescribed within 3 (three) years starting with the date of payment start, namely 7 June 2025.

 

The dividends payment methods are the followings:

 

I.                   Payment directly to the Participants’ account (Brokers/Trustee banks) - for physical /legal persons shareholders with an account opened with a PARTICIPANT to the Clearing and Settlement System and in the registry of the Depozitarului Central S.A. Bucuresti:

 

For the physical, legal persons or other entities, owning shares outlined in Section II of OIL TERMINAL SA’ Shareholders’ registrer on the registration date of 17.05.2022, with an account opened with a participant, the dividends shall be paid automatically by bank transfer, through Depozitarul Central S.A., on behalf of OIL TERMINAL S.A., on the payment date of 07.06.2022, in the account opened with the Participant.

 

      In order to grant tax exemption for cashed dividends, according to the provisions of the Fiscal Code, RESIDENT INVESTMENT FUNDS (WITHOUT LEGAL PERSONALITY) shall send the following documents:

      Affidavit signed by the legal representative/ person authorized to represent the investment fund, certifying that the fund is an open-end/ closed-end investment fund and that it has no legal personality. Moreover, the affidavit must include all information required for the identification of the investment fund, at least the following:

v Identification data of the investment fund (unique identification/registration code and full name, as outlined in the Oil Terminal S.A.’ Shareholders register kept by Depozitarul Central S.A. Bucuresti),

v Authorization decision,

v Number of registration in the Financial Instruments and Investments Register,

v Number and date of notification to the Financial Supervisory Authority and its validity.

      Copy of identity document for the legal representative/ person authorized to represent the investment fund, within the validity term, certified by the holder as ”according to the original” -identity card with personal numeric code for Romanian citizens or passport with identification number for foreign citizens; Ascertaining certificate, within the validity term (30 days), in original or certified copy ”according to the original”, mentioning the quality of the person signing the affidavit;

      Copy of the certificate issued by the Financial Supervisory Authority (FSA – former National Securities Commission), mentioning the register number from the FSA’ Financial Instruments and Investments Register.

Shareholders may send the documents, directly or through a Participant, by post, by registered post, at Oil Terminal S.A.’ headquater in no. 2 Caraiman str., Constanta county, postal code 900117, Romania – to the attention of the Shareholding-Communication Dept. or by email, with extended electronic signature integrated according to Law no. 455/2011 regarding electronic signature, to the email address actionariat@oil-terminal.com ; dividende@oil-terminal.com, office@oil-terminal.com.

In this case, both the email and its documents shall be signed electronically. The documents must be sent until 25 May 2022 (date of documents receipt at Oil Terminal S.A. Constanta headquarter, no. 2 Caraiman str., Constanta county, postal code 300117, Romania – to the attention of the Shareholding-Communication Dept.) so that the payment of dividends exempted from tax is made on the payment date, 07.06.2022.

In case that the documentation is not accurate and complete, Oil Terminal S.A. shall withhold the dividend tax from the gross profit in the quota provided by Romanian law (5%).

Note* For fund management companies, only an affidavit and a copy of the management company’s documents are sent, supported by a list of the investment funds managed by the company and the funds’ documents.

II.                Payments by bank transfer (in accounts opened in lei with a Romanian bank) for physical and legal persons shareholders not represented by the Participant:

 

Starting from the date of this statement, the physical and legal persons shareholders not represented by the Participant, opting for the dividends payment by bank transfer, may request and submit to Depozitarul Central S.A. Bucuresti the necessary documents, as follows:

  1. Physical persons shareholders not represented by the Participant, in person or by legal representative or conventionally, shall submit to Depozitarul Central S.A. Bucuresti the following documents:

      IBAN code collection form, mentioning the bank and the account (IBAN code) opened on behalf of the shareholder

https://www.roclear.ro/AppFiles/Detinatori/Formular_colectare_cod_iban.pdf

      Copy of the valid identity document with the personal numeric code clearly legible – certified by the holder as “according to the original”,

      Statement of account or any document issued by the bank (signed and stamped), confirming the existence of the account on the shareholder’s name, mentioning IBAN code, in original;

      documents certifying the request’ signature position as a legal representative or as a conventional one, if necessary- certified by the holder as “according to original” in copy;

      proof of payment for IBAN code collection in copy.

 

  1. Legal persons shareholders, not represented by the Participant, by legal or conventional representative, shall submit to Depozitarul Central the following documents:

      IBAN code collection form, mentioning the bank and the account (IBAN code) opened on behalf of the shareholder

https://www.roclear.ro/AppFiles/Detinatori/Formular_colectare_cod_iban.pdf

      the registration certificate in copy – certified by the holder ‘as “according to the original” in copy;

      the document certifying the company’s legal representative in copy (ascertaining certificate issued by the trade register/the equivalent entity – for foreign nationality entities) - certified by the holder ‘as “according to the original” in copy;

      the documents certifying the request’ signatory’ conventional representative’ position, if necessary – certified by the holder ‘as “according to the original” in copy;

      statement of account or any document issued by bank (signed and stamped) confirming the existence of the account on the shareholder’s name – legal person, mentioning IBAN code, in original;

      proof of payment for IBAN code collection in copy (if the documents are sent to Depozitarul Central) https://www.roclear.ro/Detinatori/DetinatoriDistribuireDividende

The IBAN code collection forms shall be sent to: Depozitarul Central S.A. Bucuresti, No. 34-36 Carol I Bd. Sector 2, postal code 020922.

 

The IBAN code registration by Depozitarul Central shall be taxed according to tariffs list applied to financial instruments’ holders and supported by each shareholder. In order to benefit of this payment method, the shareholders are invited to address directly to Depozitarului Central S.A. Bucuresti by phone number 021.408.58.00; and/or email address contact@depozitarulcentral.ro ; dividende@depozitarulcentral.ro.

 

The documents presented in a foreign language shall be accompanied by an authorized translation into Romanian language and if they are issued by a foreign authority, these must bear an appostille or be superlegalized, as the case may be.

 

III.             Cash payments starting from 07.06.2022 until 07.06.2025

 

For physical persons shareholders not represented by a Participant, not requesting and/or not submitting the necessary documents for payment by bank transfer, the dividends payment can be made in cash, by OIL TERMINAL SA’ putting on disposal the due amounts, through Depozitarului Central S.A. Bucuresti, at any BCR – Banca Comerciala Romana branch in Romania.

 

Dividends can be cashed by shareholders in person or by legal or conventional representative, as follows:

      any payment, made at counter, shall be confirmed by the person cashing the amounts’ signature on that payment receipt;

      for shareholders, resident physical persons, not represented by a Participant, coming to the counter in person, the dividends’ payment shall be made based on the identity act with the personal numeric code (CNP) registered. The shareholder whose CNP registered in the acts presented at counter is inconsistent with that registered in Depozitarul Central’ records, shall address to the latter one;

      for non-resident physical persons shareholders, not represented by a Participant, coming in person to the counter, the dividends’ payment shall be made according to the passport which series and number compliant with those in Depozitarul Central’ record;

      for physical persons shareholders, not represented by a Participant, younger than  14 years old, the dividends’ payment shall be made by the minor’ tutor or parent, according to the following documents:

v  the shareholder’s birth certificate with the personal numeric code (CNP) registered,

v  an authorized photocopy for conformity with the original,

v  the legal act, establishing the tutorship, if the tutor is not one of parents,

v  a certified photocopy for conformity with the original and the tutor/parent’ identity act,

v  a certified photocopy for conformity with the original of the tutor/parent;

      for physical persons shareholders, not represented by a Participant, having established curatorship, the dividends’ payment shall be made by that person’ trustee, according to the following documents:

v  the shareholder’s identity act with the personal numeric code (CNP) registered,

v   an authorized photocopy for conformity with the original, the legal act establishing the curatorship,

v  the trustee’ certified photocopy for conformity with the original and the identity act of the trustee,

v  the tutor/trustee’ certified photocopy for conformity with the original;

      for physical shareholders, not represented by a Participant, not coming to the counter in person, but authorizing another person for this operation, the dividends’ payment shall be made to that person’ empowered person, according to the following documents:

v  empowered person’s identity act,

v  special empowerment notarised (issued maximum 3 years before the date of payment) including for the shareholder/ empowered person – name, first name, CNP and the empowerment to cash the dividends; the mentioned documents are presented in original,

v  one photocopy of these (according to original) is kept by the bank.

 

The documents presented in a foreign language shall be accompanied by the authorized translation in Romanian language if they are issued by a foreign authority, these must bear an appostille or be superlegalized, as the case may be.

 

Exceptional situations:

 

The dividends’ payment at counter shall not be made in the following situations:

v  to shareholders, not represented by a Participant, whose CNP doesn’t comply with that one registered in the Payment agent record and received from Depozitarul Central SA

v  to the successors of the deceased shareholders not represented by Participant, registered in File. (These shall be guided to Depozitarul Central SA Bucuresti).

 

Shares owned in co-ownership

 

For shares owned in co-ownership on the Registration date, the dividends payment shall be made as follows:

v  for cash payments, these shall be made if all co-owners present at BCR - Banca Comerciala Romana, in person or by the legal and/or conventional representative and if they submit the documents provided for cash payments;

v  for the cash payments to those having an account opened with the Participant, the dividends due to co-owners shall be submitted to the Participant whose clients these are;

v  for payments by bank transfer, the dividends due to co-owners shall be submitted in the account indicated by all co-owners according to the mutual request addressed to Depozitarul Central S.A. Bucuresti;

v  if the co-owners request for both the registration by for Depozitarul Central S.A. of the direct property transfer on the shares as an effect of the output from joint and for the direct payment to each of co-owners according to shares number acquired in exclusive propriety, Depozitarul Central S.A. shall block the dividends’ payment and Oil Terminal S.A. shall calculate the amounts due to each former co-owner, the payment being achieved according to the present procedure.

 

The supporting documents, presented in another language than Romanian and/or issued by foreign authorities, must bear an appostille or be superlegalized, as the case may be, the legalized translation into Romanian is necessary.

 

            Any data changes within the shareholders register kept by Depozitarul Central shall be made upon the shareholder/ shareholder’s empowered person’ request and shall be made only by Depozitarul Central S.A. – headquartered in Bucharest, Sector 2, no. 34-36 Carol I Bd., phone no. 021/4085800.

 

            Shareholders are kindly requested to undertake all necessary actions to update personal identification data in Depozitarul Central S.A., as for cases in which the payment is made according to certain identification documents which do not comply with the existing data within the register kept by Depozitarul Central S.A., the payment can not be processed.

           

Resident shareholders, legal or physical persons, must be registered in Depozitarul Central S.A. with an identity act issued in Romania, with a personal numeric code, namely a document certifying the Fiscal Registration Code, assigned by the Romanian fiscal body.

Non-resident shareholders must be registered in Depozitarul Central S.A. with identity documents containing the Fiscal Registration Number for physical persons or with documents certifying the Fiscal Registration Code for physical persons, assigned by the Romanian fiscal body.

The Fiscal Registration Number and the Fiscal Registration Code for physical persons are obtained according to the provisions of Law no. 207/2015 regarding fiscal procedure Code and of the National Agency for Fiscal Administration’s Order no. 3725/19.12.2017 for the approval of taxpayers fiscal registration forms and tax obligations constituting the fiscal vector. Moreover, non-resident shareholders must be registered in Depozitarul Central S.A. with full and correct address of the declared country of residence.

 

Additional information regarding the payment procedure may be requested at Depozitarul Central S.A. at the email address dividende@depozitarulcentral.ro , phone no.: +40 21.408.58.00.

 

Please access Oil Terminal S.A.’ website https://oil-terminal.com/ Section Investor Relations – Dividends 0 2021; and/ or directly access the website https://relatia.oil-terminal.com/dividende-2021/. Email office@oil-terminal.com ; actionariat@oil-terminal.com ; georgianadragomir@oil-terminal.com or phone number +40 241 702600.

 

 

General Director

CIUTUREANU Viorel Sorin

 

 

 

           Development Director                                              Chief of Shareholding – Communication Dept.

STASI Marieta Elisabeta                                                 DRAGOMIR Georgiana Adriana



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