Current Report Later OGSM & EGSM December 13, 2019

I. As of the date of December 13, 2019, the Alro S.A. Ordinary General Meeting of Shareholders took place.

It was attended by the following shareholders:

• Vimetco NV, holding shares representing 54.1898 % from the share capital, represented by Racoti Ioana;

• Fondul Proprietatea S.A., Bucharest, holding shares representing 10.2111 % from the share capital, has voted by correspondence;

• Fondul de Pensii administrat privat NN Pensii S.A.F. P.A.P. S.A., Bucharest, holding shares representing 4.4131 % from the share capital, has voted by correspondence;

• SIF Moldova, Bacau, holding shares representing 0.4670 % from the share capital, has voted by correspondence;

• Fond de pensii Facultative NN Optim/NN asigurari de viata, Bucharest, holding shares representing 0.2480 % from the share capital, has voted by correspondence;

• Fond de pensii facultative NN Activ/NN asigurari de viata, Bucharest, holding shares representing 0.1351 % from the share capital, has voted by correspondence;

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

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

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

The shareholders attending the Ordinary General Meeting hold shares amounting to 69.66 % from the share capital.

The following decisions have been made:

1. With a number of 386,795,806 votes in favor amounting 77.78 % from the share capital represented in the meeting, a number of 34,833,333 votes against, a number of 72,884,714 refraining votes and a number of 2,734,578 votes not expressed, all the votes being secretly expressed, it is hereby appointed as director Mr. Pavel Priymakov for a mandate valid until April 25, 2023.

2. With a number of 493,915,098 votes in favor amounting 99.32 % from the share capital represented in the meeting and a number of 3,333,333 votes against, 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.

3. With a number of 493,915,098 votes in favor amounting 99.32 % from the share capital represented in the meeting and a number of 3,333,333 votes against, it is hereby approved the date of January 7^th , 2020 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. 86 in Law no. 24/2017 regarding the issuers of the financial instruments and market operations.

4. With a number of 493,915,098 votes in favor amounting 99.32 % from the share capital represented in the meeting and a number of 3,333,333 votes against, it is hereby approved the date of January 6^th , 2020, as ex date, in accordance with the provisions of art. 187 point 11 of Regulation no. 5/2018 regarding the issuers of the financial instruments and market operations issued by the Financial Supervisory Authority.

II. As of the date of December 13, 2019, the Alro S.A. Extraordinary General Meeting of Shareholders took place.

It was attended by the following shareholders:

• Vimetco NV, holding shares representing 54.1898 % from the share capital, represented by Racoti Ioana;

• Fondul Proprietatea S.A., Bucharest, holding shares representing 10.2111 % from the share capital, has voted by correspondence;

• Fondul de Pensii administrat privat NN Pensii S.A.F. P.A.P. S.A., Bucharest, holding shares representing 4.4131 % from the share capital, has voted by correspondence;

• SIF Moldova, Bacau, holding shares representing 0.4670 % from the share capital, has voted by correspondence;

• Fond de pensii Facultative NN Optim/NN asigurari de viata, Bucharest, holding shares representing 0.2480 % from the share capital, has voted by correspondence;

• Fond de pensii facultative NN Activ/NN asigurari de viata, Bucharest, holding shares representing 0.1351 % from the share capital, has voted by correspondence;

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

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

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

The shareholders attending the Extraordinary General Meeting hold shares amounting to 69.66 % from the share capital.

The following decisions have been made:

1. With a number of 386,795,806 votes in favor, amounting 77.78 % from the share capital represented in the meeting, a number of 37,567,911 votes against and 72,884,714 refraining votes, it is hereby approved the amendment of the art. 15 paragraph (5) from the Articles of Incorporation of the Company following to the appointment of one member of the Board of Directors, as follows:

“(5) The structure of the Board of Directors is the following:

• Marian– Daniel Nastase - [personal data] – Chairman;

• Svetlana Pinzari - [personal data] – Vicepresident;

• Gheorghe Dobra - [personal data] - Member;

• Pavel Machitski - [personal data]- Member;

• Aleksandr Barabanov - [personal data] - Member;

• Vasile Iuga - [personal data] - Member;

• Marinel Burduja - [personal data] - Member;

• Laurentiu Daniel Ciocirlan - [personal data] - Member;

• Oana-Valentina Truta - [personal data]- Member;

• Voicu Cheta - [personal data] - Member;

• Pavel Priymakov - [personal data] – Member.

2. With a number of 493,915,098 votes in favor, amounting 99.32 % from the share capital represented in the meeting and a number of 3,333,333 votes against, it is hereby approved to empower the president of the Board of Directors for signing the Articles of Incorporation of the Company modified according to the resolution of the Extraordinary General Meeting of Shareholders and to empower Mr. Ion Constantinescu to comply with all the formalities for the registration of the Extraordinary General Meeting of Shareholders’ resolutions.

3. With a number of 493,915,098 votes in favor, amounting 99.32 % from the share capital represented in the meeting and a number of 3,333,333 votes against, it is hereby approved the date of January 7th, 2020 as registration date, for the opposability of all the decisions made by the Shareholder’s Extraordinary General Meeting, in accordance with the provisions of art. 86 in Law no. 24/2017 regarding the issuers of the financial instruments and market operations.

4. With a number of 493,915,098 votes in favor, amounting 99.32 % from the share capital represented in the meeting and a number of 3,333,333 votes against, it is hereby approved the date of January 6th, 2020, as ex date, in accordance with the provisions of art. 187 point 11 of Regulation no. 5/2018 regarding the issuers of the financial instruments and market operations issued by the Financial Supervisory Authority.