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To: Bucharest Stock Exchange

Financial Supervisory Authority

CURRENT REPORT
according to ASF Regulation no.5/2018
Date of Report: January 06-th 2020

Company Name: SOCEP SA


Headquarter: Constanta, New Port Dana 34
Telephone/Fax: 0241/693856; 0241/693759
Tax Rregistration Cod: RO 1870767
Order Number of the Trade Regiseter: J 13/643/1991
Stock Market :BVB, first category, symbol SOCP
Share Capital: 34,342,574.4 lei divided into 343,425,44 uncertificated registered shares with
nominal value of 0.10 lei / share

Event report: Resolutions of the Extraordinary General Meeting of


Shareholders SOCEP SA no.64 on January 06th 2020.

Extraordinary General Meeting of Shareholders of SOCEP SA, with its headquarters


in Constanta, Port Nou District, Dana 34, Constanta county, registered in the Trade Register
under no. J13 / 643/1991, CIF RO 1870767, met in the meeting on 06.01.2020, at the first
convocation, with a quorum of presence of 81.03% of the share capital.
The resolutions were taken with 278,265,379 votes out of a total of 278,265,379 valid
votes cast, as follows: votes FOR = 278,265,379, that is 100%, votes AGAINST = 0, VOTES
VOTING = 0
Art.1. Approval of the merger project regarding the merger by absorption by the
company SOCEP SA, as an absorbing company, J13 / 643/1991, CUI RO 1870767, with the
registered office in Constanta, Port Nou Dana 34, Constanta county, of the company Casa de
Expeditii Phoenix SA, as an absorbed company, J13 / 703/1991, CUI RO 1878000, based in
Constanta, Incinta Port, Constanta County and of the evaluation reports prepared by CMF
Consulting SA provided the approval by the ASF of the document provided in art. 19, para. 3,
letter b) of the ASF Regulation no. 5/2018.
Art.2. The empowerment of the Board of Directors to conclude the Protocol for the
delivery of all assets and liabilities from the assets of the absorbed company in exchange for
attributing to the shareholders of the company absorbed by shares newly issued by the
absorbing company, under the conditions presented in the Merger Project.
Art.3. Approval of the increase of the share capital of SOCEP SA as a result of the
merger process with the amount of 1,056,574.6 lei, from the amount of 34,342,574.40 lei to

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the amount of 35,399,149 lei, by issuing 10,565,746 new shares with a nominal value of 0.1
lei each and their distribution to the shareholders of Casa de Expeditii Phonix SA based on the
exchange report of 4.4464 (1 share Casa de Expeditii Phoenix SA = 4.4464 shares SOCEP
SA) according to the merger project.
Art.4. Approval of the modification of art.7 of the Articles of Incorporation of the
company and approval of the updated Articles of Incorporation.
Art.7 will have the following content: “The subscribed and paid-up share capital is
35,399,149 lei, divided into 353,991,490 registered shares, dematerialized with the nominal
value of 0.1 lei each”.
Art.5. Approval of the procedure for withdrawal of shareholders in accordance with
the provisions of art. 134 of Law 31/1990, provided in the annex to this decision. It is
approved that the price paid by the company for the shares of those exercising their right of
withdrawal is 0.5262 lei / share.
Art.6. The empowerment of the President of the Directorate - Dorinel Cazacu, with
the right of sub-delegation, to take all measures, to carry out all administrative, economic,
financial or legal operations, considered necessary or appropriate by him, to sign all the acts
in order to lead to fulfillment of the adopted decisions, as well as for the signing of the
updated Constitutive Act.
Art.7. Approval of January 28th 2020 as registration date according to Art.86 of Law
no. 24/2017 on issuers of financial instruments and market operations.
Art.8. Approval of January 27th 2020 as ex-date, according to art.2 of ASF Regulation
no. 5/2018.
Art.9. Empowering Mrs. Ileana Graur to submit to the Trade Register Constanta
decision extraordinary general meeting of shareholders and to make the necessary
endorsements.

President of Managing Board


and
General Manager
Dorinel Cazacu

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ADDENDUM RESOLUTION EGMS January 06th 2020
Procedure regarding the withdrawal of the shareholders from the company
in accordance with Art. 134, para. 1, lit. d)
of Law 13/1990

Shareholders who did not vote in favor of the Decision of the Extraordinary General
Meeting of the Shareholders of SOCEP SA as of January 06th 2020 regarding the merger by
absorption by the company SOCEP SA, as an absorbing company, J13 / 643/1991, CUI RO
1870767, with the registered office in the municipality . Constanta, Incinta Port Nou Dana 34,
Constanta county, of the company Casa de Expeditii Phoenix SA, as an absorbed company,
J13 / 703/1991, CUI RO 1878000, with its registered office in Constanta, Incinta Port,
Constanta county , they have the right to withdraw from the company and to request the
purchase of their shares by the company.
The shareholders have the right to request the withdrawal from the company within 30
days from the date of the adoption of the decision of the general meeting by submitting /
transmitting the withdrawal declaration and the necessary documents according to the
specifications below.
Statements submitted after the deadline will not be taken into account.
The price paid by the company for the actions of those exercising their right of
withdrawal is 0.5262 lei / share, price determined in accordance with the provisions of art. 91
of Law 24/2017.
The payment of the value of the shares for which the right of withdrawal was executed
will be made in accordance with the provisions of art. 182, para. 5 of the ASF Regulation no.
5/2018, within 4 months from the date of submission of the withdrawal request, but not before
the date of approval by the FSA of the document provided in art. 19, para. 3, letter b) of the
ASF Regulation no. 5/2018.
In case the ASF will not approve the document provided in art. 19, para. 3, letter
b) of the ASF Regulation no. 5/2018, the withdrawal declaration remains without object.
The shareholders may exercise their right of withdrawal as follows:
 Shareholders of natural persons
 By presentation at the company headquarters, situation in which they will
sign the declaration annex 1 and the information regarding the processing
of personal data annex 3 in front of the representative of the company and
will submit the documents specified in the declaration annex 1
 By sending to the company headquarters by post / courier, situation in
which they will send the declaration annex 1 and the information regarding

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the processing of personal data annex 3, originally, authenticated by a
notary public and the documents specified in the declaration annex 1
 By submitting the request for withdrawal through the Central Depository
SA in accordance with the provisions of art. 182 of the ASF Regulation no.
5/2018

 Shareholders legal entities


 By presentation at the company headquarters, situation in which the
representative of the shareholder the legal person will sign the declaration
annex 2 and the information regarding the processing of personal data
annex 3 in front of the representative of the company and will submit the
documents specified in the declaration annex 2
 By sending to the company headquarters by post / courier, situation in
which they will send the declaration annex 2 and the information regarding
the processing of personal data annex 3, originally, authenticated by a
notary public and the documents specified in the declaration annex 2
 By submitting the request for withdrawal through the Central Depository
SA in accordance with the provisions of art. 182 of the ASF Regulation no.
5/2018

President of Managing Board


and
General Manager
Dorinel Cazacu

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Annex 1 for the shareholders of natural persons.
Declaration regarding the withdrawal from the company
The undersigned (a) _________________________, domiciled in ____________, str.
__________________, no. ___, bl. ___, et .___, ap .___, jud .____________, holder of the CI
/ BI / PAS, would be ___ no. _____________, issued by _____________________, on
_________, CNP ___________________, bank account
__________________________________, opened on _______________________, holder
(of), of a number of _________ shares SOCEP SA,
having regard to the Decision of January 06.th.2020 of the Extraordinary General Meeting of
the Shareholders of SOCEP SA, through which the merger by absorption of the company
Casa de Expeditii Phoenix SA was approved by the company SOCEP SA, as I did not vote in
favor of this decision,
I hereby express my firm intention to withdraw from SOCEP SA based on the
right conferred by art. 134 of Law no. 31/1990 regarding commercial companies.
I request that the shares held by SOCEP SA be blocked by the Depozitarul Central SA
until it has made the direct transfer of the Shares to the company or until the registration of
their unlocking in the records of the Depozitarul Central SA.
I hereby declare that I have become aware that the right of withdrawal belongs to the
persons determined according to the provisions of art. 134 of Law no. 31/1990 (ie the
shareholders who did not vote in favor of the Shareholders' Meeting resolution on January 06
th.2020) and that I have the obligation to bear the value of the fees / commissions received by
the Depozitarul Central SA for the blocking and unblocking request (if applicable) of the my
actions, respectively the obligation to bear any other amounts provided by law for the sub-
state (s) related to the legal procedures to be performed.
Mandate irrevocably by the presence of the company SOCEP SA to do all the
necessary diligence to record in the shareholders register the changes that are required for the
registration of the company SOCEP SA as owner of my shares, according to the present.
By signing this Declaration I give my consent and I authorize SOCEP SA to process
my personal data, in compliance with the provisions of General Regulation (EU) no. 679/2016
regarding the protection of personal data (GDPR) entered into force starting with May
25th.2018 for the purpose of finalizing the merger process.
By signing this Statement of Withdrawal I give my consent and I authorize SOCEP
SA to withhold from the amount that is due to me as a redemption price, the amounts
stipulated by law in my charge related to the legal procedures to be performed following the
submission of this Declaration.

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I request to be transferred the amount due to me as a result of the present request in the
bank account indicated in the preamble of the request and in the account statement annexed to
the original of the present application.
I firmly declare that in case the ASF will not approve the document provided in art.
19, para. 3, letter b) of the ASF Regulation no. 5/2018, the present declaration of withdrawal
remains without object and no longer produces any effect.
Attach to this:
If the declaration is filed at the headquarters of SOCEP SA, the following
documents will be attached:
- ID - in certified copy "according to the original". The original will be presented at the time
of filing the Declaration.
- Information on the processing of personal data
- the statement of account / the confirmation address of the IBAN account signed by the
issuing Bank on behalf of the shareholder entitled to the right of withdrawal - in original.

If the declaration is sent by courier / post, the following documents will be


submitted:
- Statement regarding the withdrawal from the company authenticated to a public - in original.
- Information regarding the processing of personal data authenticated to a notary public - in
original
- the statement of account / the confirmation address of the IBAN account signed by the
issuing Bank on behalf of the shareholder entitled to the right of withdrawal - in original.
I communicated the present Statement to SOCEP SA through (the appropriate box will
be checked):
o by completing and signing in front of the designated representative of the company
and depositing at the company headquarters;
o through the postal / courier dispatch service provided by
________________________ (the name of the company through which the shipment
was made will be completed).

Name and Surname / Name Signature Date

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Annex 2 for shareholders legal entities.
Declaration regarding the withdrawal from the company
Subscribed __________________________, with registered office in ____________,
str. __________________, no. ___, bl. ___, et .___, ap .___, jud. ____________, CUI
___________________, registered with the Trade Register Office of the Court of Law
_________ under no. __________, legally represented by _______________________, bank
account ____________________________, opened at ________________________, holding
a number of ______________ shares of SOCEP SA,
having regard to the Decision of January 06 th 2020 of the Extraordinary General Meeting of
Shareholders of SOCEP SA, through which the merger by absorption of the company Casa de
Expeditii Phoenix SA was approved by the company SOCEP SA, as I did not vote in favor of
this decision,
I hereby express my firm intention to withdraw from the company SOCEP SA on
the basis of the law conferred by art. 134 of Law no. 31/1990 regarding commercial
companies.
I request that the shares held by SOCEP SA be blocked by the Depozitarul Central SA
until it has made the direct transfer of the Shares to the company or until the registration of
their unlocking in the records of the Depozitarul Central SA.
I hereby declare that I have become aware that the right of withdrawal belongs to the
persons determined according to the provisions of art. 134 of Law no. 31/1990 (ie the
shareholders who did not vote in favor of the Shareholders' Meeting decision on January
06.th.2020) and that I have the obligation to bear the value of the fees / commissions received
by the Central Depository SA for the blocking and unblocking request (if applicable) of the
my actions, respectively the obligation to bear any other amounts provided by law for the
subscription related to the legal procedures that must be performed.
Mandate irrevocably by the presence of the company SOCEP SA to do all the
necessary diligence to record in the shareholders register the changes that are required for the
registration of the company SOCEP SA as owner of my shares, according to the present.
By signing this Declaration I give my consent and I authorize SOCEP SA to process
my personal data, in compliance with the provisions of General Regulation (EU) no. 679/2016
regarding the protection of personal data (GDPR) entered into force starting with 25.05.2018
for the purpose of finalizing the merger process.
By signing this Statement of Withdrawal I give my consent and I authorize SOCEP
SA to withhold from the amount that is due to me as a redemption price, the amounts

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stipulated by law in my charge related to the legal procedures to be performed following the
submission of this Declaration.
I request to be transferred the amount due to me as a result of the present request in the
bank account indicated in the preamble of the request and in the account statement annexed to
the original of the present application.
I firmly declare that in case the ASF will not approve the document provided in art.
19, para. 3, letter b) of the ASF Regulation no. 5/2018, the present declaration of withdrawal
remains without object and no longer produces any effect.
Attach to this:
a. If the declaration is filed at the headquarters of SOCEP SA, the following documents
will be attached:
- certificate of registration - in certified copy "according to the original";
- information on the processing of personal data.
- certifying certificate from ORC from which the person empowered to represent the company
- in original;
- Special power of attorney of the legal entity (if applicable), in original.
- the identity document of the agent of the legal person - in certified copy “according to the
original”;
- Statement of account / Confirmation address IBAN account signed by the issuing Bank on
behalf of the shareholder entitled to the right of withdrawal - in original.
b. If the declaration is sent by courier / post, the following documents will be submitted:
- Statement regarding the withdrawal from the notarial authenticated company - in original.
- Information on the processing of personal data - in original.
- certificate of registration - in certified copy "according to the original";
- certifying certificate from ORC from which the person empowered to represent the company
- in original;
- the statement of account / the confirmation address of the IBAN account signed by the
issuing Bank on behalf of the shareholder entitled to the right of withdrawal - in original.
I communicated the present Statement to SOCEP SA through (the appropriate box will
be checked):
o by completing and signing in front of the designated representative of the company
and depositing at the company headquarters;
o through the postal / courier dispatch service provided by
________________________ (the name of the company through which the shipment
was made will be completed).

Name and Surname / Name Signature Date

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Annex 3
Information on the processing of personal data
regarding the shareholders of the company
SOCEP SA, headquartered in Constanta, Port Enclosure, dana 34, Constanta county,
unique registration code RO 1870767, registration number at the Trade Register Office J13 /
643/1991, legally represented by Mr. Dorinel Cazacu, as President of the Directorate,
processes personal data in accordance with Regulation 679 and Guide 249 of the Working
Group 29.
1. Personal data: Throughout the period in which you hold the shareholder status of SOCEP
S.A., we collect and process the data concerning you in order to manage, update and maintain
the Register of Shareholders of SOCEP S.A.
Such data may include: the identity card data • The amount of your account and the
bank to which it is opened • a statement of the shares held by you in the Company and the
amount paid for shares • details of your dividends • the date you were registered in the register
of shareholders • the date on which you cease to be a shareholder within the Company; • any
other personal information you have provided to us directly; • deeds of assignment of shares; •
account statements; • any other changes in the legal situation of the shares you hold in our
company.
2. Purpose of processing and legal basis: we will use personal data about you for various
purposes.
• maintaining and managing the record of the Register of Shareholders of the Company; •
submission of annual statements and financial statements; facilitating shareholder
consultations or mandate requests; • keeping records regarding the meetings, votes and
resolutions of the members and providing voting services; • contacting you to let you know
the general meetings of the company and to give you the documents of the company; •
requesting minutes in relation to the decisions addressed to the members during an aga-agea
meeting; • involvement in consultations with shareholders in company problems; • capital
stock offers; • processing the requests of the shareholders regarding the modification of their
data; • handling notifications regarding the death of a shareholder; • payment of dividends or
any other amounts payable, if applicable; • processing the purchase or sale of shares /
divestment within the company and recording the transfers of shares; • any reorganization of
the share capital of the company affecting your shareholder rights; • any reorganization of the
company such as: mergers, acquisitions, divisions, etc. • combating money laundering, fraud
prevention, investigation and detection • facilitating or implementing a business
reorganization or transfer / sale of all or part of the assets or activities of the company or of a
general investment; • solving the routine correspondence with the company aga secretary and
managing the shareholders by telephone, letter or e-mail; • compliance with any obligations

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imposed on the company by the applicable law. This is necessary for us to comply with the
legal obligations that apply to us.

3. Data Recipients. We may disclose your personal data to third party recipients in
connection with the above purposes, including: • outsourced professional advisers, auditors
and service providers; • to the competent regulatory authorities and bodies, according to the
legal requirements • to the notary offices empowered by you to discuss successions, if
applicable, to other authorities and institutions approved to request this data.

4. Data storage: We will keep your personal data in accordance with the internal security
measures of your personal data for as long as you own shares within SOCEP S.A. and after
you cease to be a shareholder in the Company, in accordance with applicable law, and if
applicable, we will resolve any complaint or dispute that may arise in connection with this
quality that you own.

5. The rights of the data subject in relation to the processing of personal data
The data subject can exercise all the rights provided by the law regarding the
protection of personal data, in particular: the right to be informed about the processing, the
right of access to data, the right to intervene regarding the data and to request the
modification, the right of opposition, the right not to be subjected to an automatic decision, as
well as the right to address the justice / and / or the supervisory authority.

In order to exercise any of the rights mentioned above, and for any other situation
related to the processing of your personal data as a shareholder of SOCEP S.A. you can
contact us at the email address dpo@socep.ro.

I am aware,

For the shareholder the natural person,


Name surname
_____________________________ Date __________
Signature ___________________

Representative legal entity


_____________________________
Signature
_____________________________ Date __________

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