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SIF TRANSILVANIA S.A. - SIF3

Information regarding OGMS of December 4(5), 2020 - English version

Release Date: 11/20/2020 7:05:55 PM

IRIS Code: 252CB

 

No. 7291/20.11.2020

 

To:          Bucharest Stock Exchange

                Financial Supervisory Authority

-          Financial Instruments and Investments Sector

 

 

CURRENT REPORT

According to Law no. 24/2017 and F.S.A. Regulation no. 5/2018 

Report date: 20.11.2020

 

S.I.F. Transilvania S.A.

Headquarters: 2, Nicolae Iorga Street, Brasov 500057

Telephone: +40 268 415529, 416171; Fax: +40 268 473215, 473216

Tax registration code: RO3047687

Order number in the Trade Register: J08/3306/92

Registration number in the NSC Register: PJR 09 SIIR/080004

LEI Code (Legal Entity Identifier): 254900E2IL36VM93H128

Subscribed and paid-in share capital: RON 216,244,379.70

Regulated market on which the issued securities are traded: Bucharest Stock Exchange (ticker: SIF3)

Important event to be reported: Information regarding the OGMS convened on December 4(5), 2020

SIF Transilvania informs the shareholders that the Company received the F.S.A. Letter no.  VPI/12377/20.11.2020, in response to the steps taken by our company regarding the legality of the items added on the OGMS agenda of December 4(5), 2020, formulated by a group of shareholders consisting of Fratila Constantin, Fratila Mihaela, Fratila Irina -Elena, Cociu Maria-Alexandra and the company Mamaia North Investments SA, holding together 5.044128% of the share capital, as well as to those related to the blockage within the Company's Supervisory Board, occurred due to the unavailability of Mr. Constantin Fratila.

The following opinions of the F.S.A. can be withheld from the above-mentioned letter:

·         The items added on the OGMS agenda of December 4(5), 2020 as a result of the request submitted by a group of shareholders holding together 5.044128% of SIF Transilvania’s share capital, regarding  the „election of the meeting secretariat in charge, among others, of verifying the fulfilment of the legal requirements by all the candidates who have applied for the position of Supervisory Board member and properly informing the shareholders during the meeting regarding the validated and invalidated candidates by reference to the conditions of the F.S.A. Regulation no. 1/2019” and “approval of the content of the application file for the position of member of the Supervisory Board of SIF Transilvania SA” do not comply with the legal framework in force;

·         The Supervisory Board does not have as attributions the rejection of the candidates for the position of member of the Supervisory Board, the Ordinary General Meeting of Shareholders being the supreme competent body of SIF Transilvania to elect from the persons who submitted their candidacy those who will hold the position of Supervisory Board members, the publishing of the outcomes of the adequacy assessment of the candidates deriving from the strict application of art. 24 para.3 of FSA Regulation no. 1/2019.

The purpose of this Current report is to properly inform the shareholders regarding the F.S.A.’s opinion, sent by Letter no. VPI/12377/20.11.2020, regarding the items added on the OGMS agenda of December 4(5), 2020 following the request formulated by the above-mentioned group of shareholders, so as to ensure the access of shareholders to all the information necessary for casting their vote.

 

We attach to this Current report the FSA Letter no. VPI/12377/20.11.2020.

 

Marius - Adrian Moldovan

Executive President/CEO

 

 

Tony – Cristian Raduta-Gib

Member of the Executive Board/Director

 

                     

  Compliance Officer 

Loredana-Floriana Baston

 

 



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