Current report after OGSM April, 2015

As of the date of April 29^th 2015, the Alro S.A Ordinary General Meeting of Shareholders took place.

It was attended by the following shareholders:

·Vimetco NV, holding shares representing 84.1898 % from the share capital, represented by Ioana Racoti;

·Fondul Proprietatea, holding shares representing 10.2111 % from the share capital, has voted by correspondence;

·AZT VIVACE Voluntary Pension Fund Bucharest, holding shares representing 0.0085 % from the share capital, has voted by correspondence;

·AZT ”Viitorul Tau” Privately Managed Pension Fund Bucharest, holding shares representing 0.0191 % from the share capital, has voted by correspondence;

·AZT MODERATO Voluntary Pension FundBucharest, holding shares representing 0.0052 % from the share capital, has voted by correspondence;

·Gheorghe Dobra, holding shares representing less than 0.0001 % from the share capital; 

·Stoian Constantin, holding shares representing less than 0.0001 % from the share capital; 

·Tudor Marin, holding shares representing less than 0.0001 % from the share capital;

·Popescu Constantin, holding shares representing less than 0.0001 % from the share capital;

·Ioana Racoti, holding shares representing less than 0.0001 % from the share capital.

The shareholders attending the Ordinary General Meeting hold shares amounting to 94.4338 % from the share capital.

The following decisions have been made:

1. With a number of 674,047,984 votes amounting 99.99 % from the share capital represented for in the meeting and 138 refraining votes, the stand-alone Report of the Directors for year 2014 is approved.

2. With a number of 674,047,984  votes amounting 99.99 % from the share capital represented for in the meeting and 138 refraining votes, the consolidated Report of the Directors for year 2014 is approved.

3. With a number of 674,047,984  votes amounting 99.99 % from the share capital represented for in the meeting and 138 refraining votes, all the votes being secretly expressed in the meeting, it is hereby approved the discharge from liability for year 2014 for the directors Marian-Daniel Nastase, Serghei Gheorghe, Gheorghe Dobra, Adrian Manaicu, Pavel Machitski, Frank Holger Mueller, Artem Anikin and Alexandr Barabanov.

4. With a number of 674,047,984  votes amounting 99.99 % from the share capital represented for in the meeting  and 138 refraining votes, the stand-alone financial statements for the year 2014 prepared in accordance with the International Financial Reporting Standards (IFRS), pursuant to the Order of the Ministry of Public Finances no. 1286/2012 based on the stand-alone Report of the Financial Auditor for year 2014 are approved, having the following main indicators:

- Income from sales:              1,994,125 thousands RON

- Gross profit:                            165,274 thousands RON

- Operating loss:                          31,809 thousands RON

- Loss for the period:                108,669 thousands RON

- Total assets:                         2,257,176 thousands RON

- Total equity:                        1,083,565 thousands RON

5. With a number of 674,047,984  votes amounting 99.99 % from the share capital represented for in the meeting and 138 refraining votes, the consolidated financial statements for the year 2014, prepared in accordance with the International Financial Reporting Standards (IFRS), pursuant to the Order of the Ministry of Public Finances no. 1286/2012 based on the consolidated Report of the Financial Auditor for year 2014 are approved, having the following main indicators:

- Income from sales:              2,108,442 thousands RON

- Gross profit:                           208,942 thousands RON

- Operating loss:                          50,983 thousands RON

- Loss for the period:                  63,576 thousands RON

- Total assets:                          2,177,880 thousands RON

- Total equity:                            848,655 thousands RON

6. With a number of 674,048,122 votes amounting 100 % from the share capital represented for in the meeting, the Income and Expenses Budget for year 2015 is approved, having the following main financial indicators:

- sales revenues:          663,605 thousands USD

- cost of revenues:      550,088 thousands USD

- EBIT:                         79,192 thousands USD

- loss:                            63,605 thousands USD.

7. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, the Activity Program for year 2015 is approved.

8. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, the Investment Plan for year 2015 is approved, forecasting the achievement of investments in a total amount of 58,965,000 USD.

9. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, it is approved that the remuneration of the Board of Directors members for 2015 to be equal with the amount granted in the previous year, respectively USD 2,500 gross/month for each director, payable in lei.

10. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, it is approved that, for 2015 no remuneration to be granted for the Board of Directors’ members with special functions and to the managers, supplementary to the existing base remunerations.

11.  With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, all the votes being secretly expressed in the meeting, it is hereby appointed as financial auditor for a one year mandate from the audit contract expiring date, respective, from August 10, 2015 until August 10, 2016, Ernst & Young Assurance Services SRL having its headquarters in Bucharest, 1 st district, no. 15-17 Ion Mihalache bvd., Bucharest Tower Center Building, 21st floor, registered with the Trade Registry under no. J40/5964/1999, Sole Registration Code 11909783.

12. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, it is hereby approved to authorize the General Director and the Financial Director of Alro S.A. to sign the contract with the financial auditor appointed by the Shareholders’ General Ordinary Meeting.

13. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, it is hereby approved the empower of Mr. Ion Constantinescu to comply with all the formalities for the registration of the Ordinary General Meeting of Shareholders resolutions.

14. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, it is hereby approved the date of May 19, 2015 as registration date, for the opposability of all the decisions made by the Shareholder’s Ordinary General Meeting, in accordance with the provisions of art. 238 of Law no. 297/2004 on Capital Market.

15. With a number of 674,048,122  votes amounting 100 % from the share capital represented for in the meeting, it is hereby approved the date of May 18, 2015, 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 (actually Financial Supervisory Authority).