Investors

General Meeting of Shareholders on April 25th, 2019
OGMS and EGMS of Electrica S.A.
Date and time: April 25th, 2019, starting at 10:00 o’clock (Romanian time), respectively starting at 12:30 o’clock (Romanian time)
Location: Sala “Radu Zane” at the headquarters of the Company
Address of the location: Bucharest, Sector 1, 9 Grigore Alexandrescu Str., postal code 010621

• Resolution of the Extraordinary General Meeting of Shareholders from 25 April 2019 – signed – document published on 2 May 2019
• Resolution of the Extraordinary General Meeting of Shareholders dated 25 April 2019 – document published on 25 April 2019
• Resolution of the Ordinary General Meeting of Shareholders from 25 April 2019 – signed – document published on 2 May 2019
• Resolution of the Ordinary General Meeting of Shareholders dated 25 April 2019 – document published on 25 April 2019
• Current report – 25 April 2019 EGMS Resolutions – document published on 25 April 2019
• Current report – 25 April 2019 OGMS Resolutions – document published on 25 April 2019
• Current report for the convening of the Ordinary and Extraordinary General Meetings of Shareholders on 25 April 2019 – document published on 5 March 2019
• Convening notice for the Ordinary and Extraordinary General Meetings of Shareholders on 25 April 2019 – signed – document published on 5 March 2019
• Convening notice for the Ordinary and Extraordinary General Meetings of Shareholders on 25 April 2019 – editable version – document published on 5 March 2019

Disclaimer!
The translation of the documents from Romanian into English, represents free translation.
In case of inconsistencies between the information provided in Romanian and those provided in English, Romanian language will prevail!

The documents corresponding to the Ordinary General Meeting of Shareholders (OGMS) agenda can be downloaded below:

• • • Notification regarding the total number of shares and voting rights (document published on 14 March 2019)
    • Special power of attorney for individual shareholders for the OGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019))
    • Special power of attorney for legal person shareholders for the OGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)
    • Ballot by correspondence for individual shareholders for the OGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)
    • Ballot by correspondence for legal person shareholders for the OGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)
    • Draft Resolution of the OGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)

• OGMS – Item 1. Approval of the audited Annual Financial Statements of Electrica at the date and for the financial year ending 31 December 2018, at individual level – document published on 5 March 2019
  1. Note
  2. Individual Financial Statements – for the editable version click here
  3. Directors’ Report* – for the editable version click here
  4. Independent Auditor Report
• OGMS – Item 2. Approval of the audited Annual Financial Statements of Electrica at the date and for the financial year ending 31 December 2018, at consolidated level – document published on 5 March 2019
  1. Note
  2. Consolidated Financial Statements – for the editable version click here
  3. Directors’ Report* – for the editable version click here
  4. Independent Auditor Report

(*) Directors’ Report for the year 2018 (based on the consolidated and individual financial statements prepared in accordance with International Financial Reporting Standards as adopted by the European Union) regarding the economic and financial activity of Electrica Group and Societatea Energetica Electrica S.A. in compliance with art. 67 of the Law no. 24/2017 on issuers of financial instruments and market operations and with annex no. 15 to ASF Regulation no. 5/2018 and the Bucharest Stock Exchange Code for the 12 month period ended 31 December 2018

• OGMS – Item 3. Approval of the distribution of the net profit of the financial year 2018, as well as of the dividends for the shareholders of Electrica SA – document published on 5 March 2019
  
  1. Note
• OGMS – Item 4. Approval of the discharge of liability of the members of Electrica’s Board of Directors for the financial year 2018 – document published on 5 March 2019
  1. Note
• OGMS – Items 5 and 6. Approval of the income and expenses budget of Electrica for the financial year 2019, at individual level and at consolidated level – document published on 5 March 2019
  1. Note for the 2019 income and expenses budget
  2. 2019 income and expenses budget
• OGMS – Item 7. Approval of the Remuneration Policy of the members of the Board of Directors of Electrica – documents published on 14 March 2019
  1. Note
  2. Form proposed by the Board of Directors
• OGMS – Item 8. Approval of the proposed Mandate Agreement for the members of the Board of Directors of Electrica – documents published on 14 March 2019
  1. Note
  2. Form proposed by the Board of Directors
• OGMS – Item 10. Approval of the remuneration limits for Electrica’s executive management – documents published on 14 March 2019
  1. Note
  2. Proposal of the Board of Directors for the Remuneration Policy for the CEO and Executive Managers of Electrica
• OGMS – Item 13. Information regarding the prescription of the shareholders’ right to the dividends for the year 2014
  1. Information note

Board of Directors decisions referring to the OGMS agenda

• OGMS – Document for items 1,2,3,4,5,6,10 and 13 – Excerpt from the Decision no. 6 from 5 March 2019 of the Board of Directors of Electrica SA (document published on 17 April 2019)
• OGMS – Document for items 7 and 8 – Excerpt from the Decision no. 8 from 12 March 2019 of the Board of Directors of Electrica SA (document published on 17 April 2019)

Documents made available as per the request of shareholders:

• 2018 Budget Execution – Electrica Grup (document published on 6 March 2019)
• 2018 Budget Execution – Electrica SA (document published on 6 March 2019)
• 2018 Budget Execution – SDMN (document published on 6 March 2019)
• 2018 Budget Execution – SDTN (document published on 6 March 2019)
• 2018 Budget Execution – SDTS (document published on 6 March 2019)
• 2018 Budget Execution – EFSA (document published on 6 March 2019)
• 2018 Budget Execution – ES (document published on 6 March 2019)

• 2018 OMF Financial Statements – SDMN (document published on 17 April 2019)
• 2018 OMF Financial Statements – SDTN (document published on 17 April 2019)
• 2018 OMF Financial Statements – SDTS (document published on 17 April 2019)
• 2018 OMF Financial Statements – EFSA (document published on 17 April 2019)
• 2018 OMF Financial Statements – ES (document published on 17 April 2019)
• 2018 OMF Financial Statements – SEM (document published on 24 April 2019) 

The documents corresponding to the Extraordinary General Meeting of Shareholders (EGMS) agenda can be downloaded below:

• • • Notification regarding the total number of shares and voting rights (document published on 14 March 2019)
    • Special power of attorney for individual shareholders for the EGMS of Electrica S.A. of 25 April 2019 (document published on 14 April 2019)
    • Special power of attorney for legal person shareholders for the EGMS of Electrica S.A. of 25 April 2019 (document published on 14 April 2019)
    • Ballot by correspondence for individual shareholders for the EGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)
    • Ballot by correspondence for legal person shareholders for the EGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)
    • Draft Resolution of the EGMS of Electrica S.A. of 25 April 2019 (document published on 14 March 2019)

• EGMS – Note for items 1 and 2 below – document published on 5 March 2019
  1. Approval of the initiation of the share capital increase operation of Electrica through in kind contribution, with a number of 9 (nine) plots of land with a total area of 55,524.46 sqm and of the request to appoint an expert evaluator by the Trade Register Office of Bucharest Tribunal to evaluate the land plots for the in kind contribution, according to the note above.
     
  2. Approval of the delegation to the Board of Directors of Electrica, for a period of three years, of the powers to increase Electrica’s share capital by no more than RON 18,000,000, up to the maximum value of RON 3,477,399,290, representing authorized share capital, representing (i) the in-kind contribution of the Romanian State, represented by the Ministry of Energy, as a result of obtaining the land ownership certificates of 9 (nine) plots of land and (ii) the cash contribution of the other shareholders, resulted from exercising their preference right, granted as a result of the in-kind contribution of the Romanian State through the Ministry of Energy, as well as the approval of mandating the Board of Directors of Electrica to take all measures in the name and on behalf of the Company, for initiating, carrying out and finalizing the share capital increase, according to the note above.

Board of Directors decision referring to the EGMS agenda

• EGMS – Excerpt from the Decision no. 6 from 5 March 2019 of the Board of Directors of Electrica SA (document published on 17 April 2019)