The convening notice of the Ordinary and Extraordinary General Meeting of Shareholders for 15.02.2023

The amended convening notice of the Ordinary and Extraordinary General Meeting of Shareholders for 15.02.2023

The Regulation regarding the organization and unfolding of the General Meetings of Shareholders updated in October 2020 through the BoD Decision no. 205/15.10.2021

Ordinary General Meeting of Shareholders

Item 2: Approval of the Revenue and Expenditure Budget for the year 2023.

Appendix 1: INCOME AND EXPENDITURE BUDGET FOR YEAR 2023

Appendix 2: Further specification of the economic and financial indicators provided in the income and expenditure budget, and its distribution by quarters

Appendix 2:Further specification of the economic and financial indicators provided in the income and expenditure budget, and its distribution by quarters – amended

Appendix 3: Total income realization

Appendix 4:Investment program, facilities and financing sources

Appendix 4.1: LIST of item „FACILITIES” for year 2023

Appendix 5: Measures to improve the gross result and cut down the overdue payments

Item 3 : Appointment of four non-executive members of the Board of Directors of S.N. Nuclearelectrica S.A., starting from 15.02.2023, for a 4-year mandate, in accordance with the provisions of art. 29, para. (1) of GEO no. 109/2011 (secret vote);

• Vulpescu Remus – non-executive director; CV
• Chirlesan Dumitru – non-executive director; CV
• Niculescu Sergiu – non-executive director; CV
• Grajdan Vasilica – non-executive director. CV

Item 4: Approval of the form of the mandate contract to be signed by the company with the newly appointed non-executive directors, attached to this recommendation;

Form of the Contract of Mandate

Selection procedure for the members of the Board of Directors of SNN 

The selection procedure for non-executive members (vacancies) of the Board of Directors of SNN, according to the provisions of GEO no. 109/2011

Item 7: Appointment of a provisional member of the Board of Directors, for a period of 4 months, in accordance with the provisions of art. 64¹, par. (3) and par. (5) of GEO 109/2011 (secret vote).

Item 8:  Approval of the form of the mandate contract to be signed by the Company with the provisional member of the Board of Directors, as well as the mandate of the representative of the Ministry of Energy at the General Meeting of Shareholders to sign in the name and on behalf of the Company the mandate contracts with the provisional director.

Item 9: Approval of the remuneration for the provisional member of the Board of Directors.

Note for items 7, 8 and 9 

Form of the Contract of Mandate

List of candidates for SNN Board of Directors 

Item 10:Approval of: (i) The extension of the provisional mandates of three non-executive directors for 2 months, in accordance with the provisions of art. 641, par. (3) and par. (5) of GEO no. 109/2011; (ii) The form of the Addendum to the mandate contract to be signed by the Company with the provisional directors, as well as the mandate of the representative of the Ministry of Energy at the General Meeting of Shareholders to sign on behalf of the Company the addendum to the mandate contract with the provisional directors; (iii) The maintenance of the remuneration for the provisional members of the Board of Directors, as approved by OGMS Resolution no. 10/19.10.2022.

Form of the Additional Contract 

CV George Sergiu Niculescu

CV Dumitru Remus Vulpescu

CV Vasilica Grajdan

Item 11:Approval of the Quarterly Report of the Board of Directors for the third quarter of 2022.

Item 12:Information on the transactions concluded by the directors or the managers, with employees, with shareholders holding the control over the company or a company controlled by them, pursuant to art. 52, par. (3) letter a) of GEO [Government Emergency Ordinance] 109/2011, as subsequently amended and supplemented, during the period 01.09.2022 – 28.12.2022.

Item 13:Information on the transactions concluded by the directors or the managers, with employees, with shareholders holding the control over the company or a company controlled by them, pursuant to art. 52, par. (3) letter b) of GEO no. 109/2011, as subsequently amended and supplemented, during the period 09.2022 – 28.12.2022.

Request to amend the agenda of the OGMS and EGMS  from the majority shareholder, the Ministry of Energy

Extraordinary General Meeting of Shareholders

Item 2:Revocation of the approval of item 3 of the SNN EGMS Resolution  no. 7/10.08.2022 concerning the establishment of a SNN working point in Doicesti commune

General powers of attorney

General power of attorney for individual shareholders OGMS – click here

General power of attorney for legal person shareholders OGMS – click here

General power of attorney for individual shareholders EGMS – click here

General power of attorney for legal person shareholders EGMS – click here

Special powers of attorney

Special power of attorney for individual shareholders OGMS (for the secret vote)   – click here

AMENDED AGENDA Special power of attorney for individual shareholders OGMS (for the secret vote)   – click here

Special power of attorney for individual shareholders OGMS  – click here

AMENDED AGENDA Special power of attorney for individual shareholders OGMS  – click here

Special power of attorney for legal person shareholders OGMS (for the secret vote)  – click here

AMENDED AGENDA Special power of attorney for legal person shareholders OGMS (for the secret vote)  – clickhere

Special power of attorney for legal person shareholders OGMS   – click here

AMENDED AGENDA Special power of attorney for legal person shareholders OGMS   – click here

Special power of attorney for the individual shareholder for EGMS  – click here

AMENDED AGENDA Special power of attorney for the individual shareholder for EGMS  – click here

Special power of attorney for the legal person shareholder for EGMS – click here

AMENDED AGENDA Special power of attorney for the legal person shareholder for EGMS – click here

Correspondence ballots

Correspondence ballot for individual shareholders for OGMS (for the secret vote)  – click here

AMENDED AGENDA Correspondence ballot for individual shareholders for OGMS (for the secret vote)  – click here

Correspondence ballot for individual shareholders for OGMS   – click here

AMENDED AGENDA Correspondence ballot for individual shareholders for OGMS   – click here

Correspondence ballot for legal person shareholders for OGMS (for the secret vote)  – click here

AMENDED AGENDA Correspondence ballot for legal person shareholders for OGMS (for the secret vote)  – click here

Correspondence ballot for legal person shareholders for OGMS  – click here

AMENDED AGENDA Correspondence ballot for legal person shareholders for OGMS  – click here

Correspondence ballot for individual shareholders for EGMS  – click here

AMENDED AGENDA Correspondence ballot for individual shareholders for EGMS  – click here

Correspondence ballot for legal person shareholders for EGMS  – click here

AMENDED AGENDA Correspondence ballot for legal person shareholders for EGMS  – click here

Resolution drafts

OGMS resolution draft

AMENDED AGENDA OGMS resolution draft

EGMS resolution draft

AMENDED AGENDA EGMS resolution draft

Resolution

OGMS resolution

EGMS revolution