GMS previous calling 12.03.2020

GENERAL MEETING OF THE SHAREHOLDERS, APRIL 23, 2020

The Calling

Model of special Attorney for individuals- not secret vote
Model of special Attorney for legal entities - not secret vote
Model of special Attorney for individuals- secret vote
Model of special Attorney for legal entities- secret vote
Form of vote by correspondence for individuals – not secret vote
Form of vote by correspondence for legal entities – not secret vote
Form of vote by correspondence for individuals - secret vote
Form of vote by correspondence for legal entities - secret vote

AGENDA

ORDINARY GENERAL MEETING OF THE SHAREHOLDERS:

1.Electing Mrs. Mariana DINU, shareholder of BRD - Groupe Societe Generale S.A., and, in her absence, Mrs. Camelia Daniela APETREI, to ensure the secretariat of the Ordinary General Shareholders’ Meeting.

2.Approval of the individual and consolidated annual financial statements, for the financial year ended as at December 31, 2019

-The individual and consolidated annual financial statements, prepared according to International Financial Reporting Standards, as adopted by the European Union, for the financial year ended as at December 31, 2019

-The Annual Board of Directors’ Report at individual and consolidated level

-The Financial auditor report

3.The Directors’ discharge for the fiscal year 2019.

4. Approval of the profit distribution and setting of the dividend for 2019 (the gross dividend proposed is of 1.64 lei / share). The dividends will be paid within on June 3, 2020 and the deferred payment date will be November 27, 2020.

5.Approval of the income and expenditure budget for 2020 and of the Business Plan for the fiscal year 2020.
-Budget 2019

6.Approval of the remuneration due to the non-executive directors for the fiscal year 2020, as well as of the general limits for the directors’ additional remunerations and the officers’ remunerations.

7.Renewal Mr. Jean – Pierre Georges VIGROUX mandate as director, for a 4-years period, starting with May 30, 2020.

-CV of Mr. Jean – Pierre Georges VIGROUX

8.Designation of Mr. Jean – Pierre Georges VIGROUX as independent director.

9.Electing Mrs. Valerie Marcelle Paule VILLAFRANCA as director for a 4-years period

-CV of Mrs. Valerie Marcelle Paule VILLAFRANCA

10.Appointment of Ernst & Young Assurance Services SRL as financial auditor of the Bank for the financial year 2020.

11.Approval of the date of May 11, 2020 as ex date.

12.Approval of the date of May 12, 2020 as registration date, in order to identify the shareholders that will receive dividends or other rights and who will be affected by the decisions of the ordinary general meeting of shareholders.

EXTRAORDINARY GENERAL MEETING OF THE SHAREHOLDERS:

1.Electing Mrs. Mariana DINU, shareholder of BRD - Groupe Societe Generale S.A., and, in her absence, Mrs. Camelia Daniela APETREI, to ensure the secretariat of the Extraordinary General Shareholders’ Meeting

2.Approval of the amendment of the Articles of Incorporation of the Bank.

3.Approval of the date of May 11, 2020 as ex date.

4.Approval of the date of May 12, 2020 as registration date, in order to identify the shareholders who are affected by the decisions of the extraordinary general meeting of shareholders.

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GMS previous calling 12.03.2020