THE ELECTONS WEREN'T HELD ON THURSDAY SIF Transilvania keeps its current management

ADINA ARDELEANU (translated by Cosmin Ghidoveanu)
Ziarul BURSA #English Section / 29 aprilie 2016

SIF Transilvania keeps its current management

In yesterday's General Meeting, the shareholders have voted against the dismissal of the Supervisory Board, along with all the items on the agenda requested by a group of shareholders, while approving the proposals of the SIF3 directorate, according to sources who participated in the meeting.

It seems like SIF3 CEO Mihai Fercală has won another battle against the group of shareholders which includes businessman Constantin Frăţilă and Radu Toia. They have repeatedly criticized the management of SIF Transilvania and have tried to replace it.

The management of SIF3 Transilvania had proposed to shareholders a gross dividend of 0.02653 lei/share out of last year's profit, in other words the distribution to shareholders of 57.94 million lei. The dividend represents a return of 10% compared to the average price that the SIF3 shares have traded at in 2015, according to the issuer.

The General Shareholder Meeting has rejected yesterday, the proposal made by several shareholders who together held 5.02% of SIF Transilvania, who wanted the payout of dividends with a return of at least 7% compared to the average trading price for each of the 2016-2020 fiscal years.

Another item on the agenda that was rejected was the proposal to conduct stock buyback programs in order to reduce the share capital between 2016-2020. The buybacks were supposed to range between 2% and 5% a year, in correlation with the company's financial status - with those proposals being scheduled to be presented and approved in an Extraordinary General Shareholder Meeting, which would be summoned at the same time with the Extraordinary General Shareholder Meetings for the approval of the financial statements for the years 2016-2020.

Shareholders have also rejected the application of the cumulative vote for the election of the members of the Supervisory Board of SIF Transilvania for a four year term, starting with the date of the election of the new Supervisory Board.

Twelve candidacies have been submitted for Supervisory Board seats: Ştefan Szabo, Dumitru Carapiti, Gheorghe Lutac, Petru Mihalcea, Crinel Andănuţ, Răzvan Găvăneanu, Constantin Frăţilă, Gabriela Alexe, Adrian Vascu, Radu Toia, Răzvan Rusu and Cristian Micu.

At the end of last year, a group of shareholders, with combined holdings of 8%, which includes Constantin Frăţilă, Radu Toia, Certinvest and Broadhurst funds, asked for the summoning of the General Shareholder Meeting in order to replace the SIF3 executives, alleging faulty management.

Later, the court asked for the suspension of the group of shareholders, even though the management of SIF3 had managed to summon the General Shareholder Meeting, for February 15th/16th 2016. After the ruling of the County Court, the Directorate and the Supervisory Board of SIF3 Transilvania have decided to revoke the convening of the General Shareholder Meeting.

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