Current report after OGSM August, 2015

Mon, 08/17/2015 - 13:12

On August 14^th, 2015 took place the Ordinary General Meeting of Shareholders of Alum S.A.

It was attended by the following shareholders:

- Alro SA, holding 81,595,860 shares, representing 99.4026% of the share capital, represented by Racoţi Ioana;

- Racoţi Ioana, holding 1 share, representing less than 0.000001 % of the share capital;

- Stan Rodica, holding 40 shares, representing less than 0.0001 % of the share capital;

- Răileanu Nicolae, holding 6400 shares, representing less than 0.0078 % of the share capital; the votes corresponding to the shares owned by this Shareholder has been exercised via correspondence.

The shareholders who were present in the General Ordinary Meeting (directly, represented by proxy or votes expressed by correspondence) hold shares amounting to 99.4105% of the share capital.

The following decisions have been made:

· With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, all the votes being secretly expressed in the meeting, it is hereby appointed as a member of the Company’s Board of Directors, Mr. Dobra Gheorghe, Romanian citizen, born on February 25^th, 1959 in Braniştea, Oinacu village, County of Giurgiu, Romania, domiciled in Slatina, 40 Panselelor Street, County of Olt, having Personal Numeric Code 1590225284389, by extensionof his mandate valid from August 17^th, 2015 until August 17^th, 2019

· With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, all the votes being secretly expressed in the meeting, it is hereby appointed as a member of the Company’s Board of Directors Mr. Cilianu Marin, Romanian citizen, born on October 24^th, 1965 in Caracal, County of Olt, domiciled in Slatina, 1B Grigore Alexandrescu Street, County of Olt, having Personal Numeric Code 1651024280791, by extensionof his mandate valid from August 17^th, 2015 until August 17^th, 2019.

With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, all the votes being secretly expressed in the meeting, it is hereby appointed as a member of the Company’s Board of Directors Mr. Popa Ioan, Romanian citizen, born on January 6^th, 1950 in Ocna Mureş, County of Mureş, domiciled in Bucharest, 14 Ştefan cel Mare Bld. 14, bl. 19, sc. B, ap. 41, sector 2, having Personal Numeric Code 1500106400168, by extensionof his mandate valid from August 17^th, 2015 until August 17^th, 2019.
With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, all the votes being secretly expressed in the meeting, it is hereby appointed as a member of the Company’s Board of Directors Mrs. Duralia Mihaela, Romanian citizen, born on November 11^th, 1976 in Tulcea, County of Tulcea, domiciled in Tulcea, 30 Portului Street, bl. 1C, sc. B, et. 10, ap. 44, County of Tulcea, having Personal Numeric Code 2761111364232, by extensionof his mandate valid from August 17^th, 2015 until August 17^th, 2019.

· With a number of 81,595,901 votes for, amounting 99.99% and a number of 6400 votes against amounting 0.0078% of the share capital represented in the meeting, all the votes being secretly expressed in the meeting, replacing Mr. Machitski Pavel, whose mandate expire on August 16^th, 2015, it is hereby appointed as a member of the Company’s Board of Directors Mr. Barabanov Alexandr, Russian citizen, born on May 8^th, 1979 in Balashikha (Moscow Region), domiciled in Balashikha, Moscow Region, 13-10 40 Let Podedy Street, Rusian Federation, identified by Passport P type, No. 750548838, for a mandate valid from August 17^th, 2015 until August 17^th, 2019.

With a number of 6400 votes for, amounting 0.0078% and a number of 81,595,901 votes, amounting 99.99% of the share capital represented in the meeting, all the votes being secretly expressed in the meeting, it is hereby rejected as a member of the Company’s Board of Directors Mr. Răileanu Nicolae, Romanian citizen, born on December 8^th, 1940 in Hudesti, County of Botoşani, domiciled in Suceava, 5 -6 of November Street, bl. 5, sc. A, et. 1, ap. 7, County of Suceava, having Personal Numeric Code 1401208335002.

2.With a number of 81,595,901 votes for, amounting 99.99% of the share capital represented in the meeting, it is approved the mandate of Mrs. Feodorof Mariana to comply with all the formalities for the registration of the Ordinary General Meeting of Shareholders‘ decision.

3.With a number of 81,595,901 votes for, amounting 99.99% of the share capital represented in the meeting, the date of September 2^nd, 2015 is approved to be the registration date of shareholders, for the opposability of the decision made by Shareholders during the General Ordinary Meeting, pursuant to the provisions of article 238 of Law no. 297/2004 pertaining to capital market.

4.With a number of 81,595,901 votes for, amounting 99.99% of the share capital represented in the meeting, the date of September 1^st, 2015 is approved as ex date in accordance with the provisions of art. 1292 of Regulation no. 1/2006 on issuers and operations with securities issued by NSC (presently Financial Supervisory Authority).

On August 14^th, 2015 took place the Extraordinary General Meeting of Shareholders of Alum S.A.

It was attended by the following shareholders:

- Alro SA, holding 81,595,860 shares, representing 99.4026% of the share capital, represented by Racoţi Ioana;

- Racoţi Ioana, holding 1 share, representing less than 0.000001 % of the share capital;

- Stan Rodica, holding 40 shares, representing less than 0.0001 % of the share capital;

The shareholders who were present in the General Extraordinary Meeting (directly, represented by proxy or votes expressed by correspondence) hold shares amounting to 99.4105% of the share capital.

The following decisions have been made:

1. With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, it is hereby approved to modify the art. 15 paragraph (5) from the Articles of Incorporation of the Company following the appointment of the Board of Directors’ members; art. 15 paragraph (5) will have the following content:

„

· Dobra Gheorghe,Romanian citizen, born on February 25^th, 1959 in Braniştea, Oinacu village, County of Giurgiu, Romania, domiciled in Slatina, 40 Panselelor Street, County of Olt, having Personal Numeric Code 1590225284389, by extensionof his mandate valid from August 17^th, 2015 until August 17^th, 2019– President;

· Cilianu Marin, Romanian citizen, born on October 24^th, 1965 in Caracal, County of Olt, domiciled in Slatina, 1B Grigore Alexandrescu Street, County of Olt, having Personal Numeric Code 1651024280791;

· Popa Ioan, Romanian citizen, born on January 6^th, 1950 in Ocna Mureş, County of Mureş, domiciled in Bucharest, 14 Ştefan cel Mare Bld. 14, bl. 19, sc. B, ap. 41, sector 2, having Personal Numeric Code 1500106400168;

· Duralia Mihaela, Romanian citizen, born on November 11^th, 1976 in Tulcea, County of Tulcea, domiciled in Tulcea, 30 Portului Street, bl. 1C, sc. B, et. 10, ap. 44, County of Tulcea, having Personal Numeric Code 2761111364232;

· Barabanov Alexandr, Russian citizen, born on May 8^th, 1979 in Balashikha (Moscow Region), domiciled in Balashikha, Moscow Region, 13-10 40 Let Podedy Street, Rusian Federation, identified by Passport P type, No. 750548838.”

2.With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, it is approved the mandate of Mrs. Feodorof Mariana to comply with all the formalities for the registration of the Extraordinary General Meeting of Shareholders‘ decision, including for signing the Company’s Articles of Incorporation, as amended according to the decision taken by the Extraordinary General Meeting of Shareholders

3.With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, the date of September 2^nd, 2015 is approved to be the registration date of shareholders, for the opposability of the decision made by Shareholders during the General Ordinary Meeting, pursuant to the provisions of article 238 of Law no. 297/2004 pertaining to capital market

4. With a number of 81,602,301 votes for, amounting 100% of the share capital represented in the meeting, the date of September 1^st, 2015 is approved as ex date in accordance with the provisions of art. 1292 of Regulation no. 1/2006 on issuers and operations with securities issued by NSC (presently Financial Supervisory Authority).

Gheorghe Dobra Mihaela Duralia

Chairman of the Board of Directors Financial Director