20 August 2026 EGMS Statement

Societatea Energetica Electrica SA

20 August 2026

 

To:         Romanian Financial Supervisory Authority (FSA)

Bucharest Stock Exchange (BSE)

              London Stock Exchange (LSE)

Luxembourg Stock Exchange (LuxSE)

Current report in compliance with the Law 24/2017 on issuers of financial instruments and market operations, FSA Regulation no. 5/2018, and the Bucharest Stock Exchange Code

Report date: 20 August 2026

Company name: Societatea Energetica Electrica S.A. ("Electrica" or the "Company")

Headquarters: 9 Grigore Alexandrescu Street, 1^st District, Bucharest, Romania

Phone/fax no.: 004-021-2085035

Fiscal Code: RO 13267221

Trade Register registration number: J2000007425408

Subscribed and paid in share capital: RON 3,395,530,040

Regulated market where the issued securities are traded: Bucharest Stock Exchange (BSE: EL and EL30E), London Stock Exchange (LSE - ELSA and 51FL), Luxembourg Stock Exchange (LuxSE - XS3111004241)

Significant events to be reported: The resolution of Electrica's EGMS of 20 August 2026

Electrica hereby informs that, on 20 August 2026, the Extraordinary General Meeting of Shareholders (EGMS) of Electrica took place at the Company's headquarters in Bucharest, 9 Grigore Alexandrescu Str., District 1, postal code 010621, "Radu Zane" conference room, starting at 10:00 o'clock (Romanian time), duly held in accordance with the legal and statutory provisions, upon the second calling. Shareholders also voted via the online voting platform https://electrica.voting.ro/. The platform is also accessible through the Electrica IR app, available on Android and iOS mobile devices.

The meeting was attended by shareholders registered in the shareholder's register kept by Depozitarul Central S.A. as of 23 July 2026, set as reference date, in person or by representative, the quorum met being 89,9844% of the total voting rights, respectively of the share capital of the Company.

The meeting was chaired by Mr. Mihai Diaconu, Chair of the Board of Directors of Electrica.

Within the meeting, Electrica's shareholders approved items 1-4 and 9 on the agenda in the convening notice, with the necessary majority in accordance with the legal and statutory requirements, respectively:

1.     Approval of the investment project carried out by ELSA "Construction of electricity and thermal energy production capacities, auxiliary and related equipment/capacities, internal electrical grid, electrical transformer station, land enclosure, the supply of thermal energy for the Craiova District Heating System (SACET) ("Objective 1" - SACET CHP) and the supply of thermal energy for heating and technological processes for the industrial consumer FORD OTOSAN ROMANIA ("Objective 2" - Ford Otosan CHP) - in the Municipality of Craiova, Dolj County" ("The Craiova Project"), with a total investment value of up to EUR 235 million, plus VAT, for both investment objectives, and the approval of commencing the implementation of the investment.

2.       Conclusion of the following contracts necessary for the implementation and operation of the investment under item 1:

a)    The contract for the delegation of the production activity within the public district heating service in the Municipality of Craiova;

b)    All the contracts and documents necessary for the implementation, financing, operation of The Craiova Project and of the related energy capacities, as well as any ancillary documents necessary for achieving the investment and operational objectives of the project.

3.       Empowering the Board of Directors of ELSA, with the possibility of sub-delegation, so that, in the name and on behalf of the Company, it may:

a)    represent it with full powers before any third parties in connection with the implementation and operation of The Craiova Project referred to under item 1 above, as proposed;

b)    negotiate and sign the delegation contract provided under item 2.a) above, as well as the contracts necessary for the implementation and operation of The Craiova Project referred to under item 2.b), the related guarantee contracts (if applicable), any other addenda thereto, as well as any other documents necessary in connection with these contracts and/or with the project;

c)     represent it with full powers before any third parties, negotiate and sign any documents necessary for the implementation of The Craiova Project referred to under item 1 above;

d)    carry out any other lawful activity it deems necessary to fulfil the above-mentioned purpose.

The above mandate, including the possibility of sub-delegation, is granted also for any other amendments to the contracts, including but not limited to the scope, type, use, modification of the duration of the contracts and/or of the constituted guarantees.

4.       With respect to the financing of the investment submitted for approval under item 1:

4.1.   Contracting by ELSA of one or more loans, in an amount of up to EUR 250 million (the RON equivalent at the NBR (National Bank of Romania) exchange rate as of the date of conclusion of the loan agreement(s)), in order to finance the investment works necessary for completing the energy capacities related to The Craiova Project;

4.2.   Empowering the Board of Directors of ELSA, with the possibility of sub-delegation, so that, in the name and on behalf of the Company, it may:

a)    represent it with full powers before any third parties in connection with the transaction under item 4.1 above, as proposed;

b)    negotiate and accept the contractual/guarantee clauses, which will include, without limitation, the level of costs and fees, types of costs/amounts covered by guarantees, duration, obligations, prohibitions and liabilities, events of default, early repayment;

c)     negotiate and accept the type, form and conditions of the guarantees;

d)    sign the loan agreement, the related guarantee contracts, any other addenda thereto, as well as any other documents necessary in connection with these contracts;

e)     carry out any other lawful activity it deems necessary for the above-mentioned purpose.

The above mandate, including the possibility of sub-delegation, is granted also for any other amendments to the contracts - within the value ceiling submitted for approval pursuant to item 4.1 - including but not limited to the scope, type, use, modification of the duration of the contracts and/or of the constituted guarantees.

9.     Empowerment of the Chairperson of the Meeting, of the secretary of the meeting and of the technical secretary to jointly sign the EGMS resolution and to perform individually and not jointly any act or formality required by law for the registration of the EGMS resolution with the Trade Register Office of the Bucharest Tribunal, as well as the publication of the EGMS resolution according to the law.

Contact IR:  [phone] ;  [e-mail]

Chair of the Board of Directors,      

Mihai Diaconu

Head of Investor Relations

Raluca Kasap

 

END