General Meeting of Shareholders

Held at least annually and whenever necessary, the General Meeting of Shareholders sets key decisions. Explore agendas, documents, and past resolutions.
General information
The date of the meeting is set not earlier than 30 days after the publication of the convening notice in accordance with the legal provisions.
Only shareholders who are registered as OMV Petrom shareholders in the shareholders’ register at the reference date mentioned in the convening notice may attend and cast their votes in the General Meeting of Shareholders. The support documents are posted on the company’ website, section Investor Relations, being available to all shareholders.
OMV Petrom observes the one share, one vote, one dividend principle. There are no shares without voting rights, shares conferring the right to more than one vote or preference shares.
One or more shareholders, representing individually or jointly at least 5% of the share capital may ask for the convening of a General Meeting of Shareholders.
Disclaimer: The information published in this section of OMV Petrom S.A. website (the “Company”) as the information materials for the general meeting of shareholders regarding the candidates for the position of member of the Supervisory Board, namely those related to the professional qualifications in the candidacy documents (CV) and those in the statements and questionnaires filled in by the candidates regarding independence and conflicts of interest, contain personal data (“Data”). This information is published exclusively for the purpose of the selection and appointment process of the members of the Supervisory Board to ensure complete, transparent and appropriate information to shareholders, in accordance with the provisions of Law no. 31/1990 on companies, Law no. 24/2017 on issuers of financial instruments, ASF Regulation no. 5/2018 on issuers of financial instruments and market operations and those of the Corporate Governance Code of the Bucharest Stock Exchange. The publication of this Data is carried out pursuant the legal provisions, as well as based on the legitimate interest of the Company and its shareholders to evaluate the candidates for the position of member of the Supervisory Board. Any use of the Data for purposes other than those for which it was made public is strictly prohibited and may constitute a violation of the legislation on the protection of personal data. Reproduction, distribution, reuse, archiving, transmission or any other form of further processing of this Data is prohibited. Accessing this information implies the implicit consent of the user to observe the limited purpose of the publication and not to use the data abusively or contrary to applicable regulations. OMV Petrom reserves the right to take any action necessary to protect the legitimate rights and interests of the candidates and of the Company in the event of any unauthorized or illegal use of the Data. For more details regarding the processing of personal data, you can access the Company's website (www.omvpetrom.com), Data Protection section and you can also contact the data protection officer using any of the communication methods indicated in that section of the website.
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the Executive Board's proposal regarding the distribution of special dividends
- Note 2 - Approval of the updated Remuneration Policy
- Updated Remuneration Policy
- Notes 3 and 4 - Establishing the Record Date, the Ex-Date and the Payment Date
- Note 5 - Empowerment for signing and registering the OGMS resolutions
- Draft resolution no. 1 regarding items no. 1, 2, 3, 4 and 5 on OGMS agenda
- Special Power of Attorney for representation in OGMS
- General Power of Attorney for representation in GMS
- General Power of Attorney for representation in GMS Statement Intermediary
- General Power of Attorney for representation in GMS Statement Lawyer
- Voting Bulletin for the voting by correspondence in the OGMS
- Information regarding the voting rights OGMS
- Rules and procedures of the general meetings of shareholders of OMV Petrom S.A.
- Procedure eVote for registration of individual shareholders
- Procedure eVote for registration of shareholders legal persons
Documents and informing materials related to the items included on the agenda of EGMS:
- Note 1 - Amendment and update of the Internal Rules for the Supervisory Board
- Updated Internal Rules for the Supervisory Board
- Note 2 - Establishing the Record Date and the Ex-Date
- Note 3 - Empowerment for signing and registering the EGMS resolutions
- Draft resolution no. 1 regarding items no. 1, 2 and 3 on EGMS Agenda
- Special Power of Attorney for representation in EGMS
- General Power of Attorney for representation in GMS
- General Power of Attorney for representation in GMS Statement Intermediary
- General Power of Attorney for representation in GMS Statement Lawyer
- Voting Bulletin for the voting by correspondence in the EGMS
- Rules and procedures of the general meetings of shareholders of OMV Petrom S.A.
- Procedure eVote for registration of individual shareholders
- Procedure eVote for registration of shareholders legal persons
Documents and informing materials related to the items included on the agenda of OGMS:
Documents and informing materials related to the items included on the agenda of EGMS:
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid-up share capital of RON 6,231,166,705.80 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 25 July 2024 (first convening), starting with 10:00 am (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid-up share capital of RON 6,231,166,705.80 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 24 April 2024 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the separate financial statements for the year ended on December 31, 2023
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2023
- Directors Report OMV Petrom SA with separate financial statements 2023 - ESEF format
The Ordinary General Meeting of Shareholders as of 12 September 2023 (first convening)
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid-up share capital of RON 6,231,166,705.80 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 12 September 2023 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
The Ordinary General Meeting of Shareholders as of 26 April 2023 (first convening)
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid-up share capital of RON 6,231,166,705.80 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 26 April 2023 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the separate individual financial statements for the year ended on December 31, 2022
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2022
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2022, in the European Single Electronic Format – ESEF (xHTML format)
The Extraordinary General Meeting of Shareholders as of 26 April 2023 (first convening)
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid-up share capital of RON 6,231,166,705.80 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Extraordinary General Meeting of Shareholders (“EGMS”) on 26 April 2023 (first convening), starting with 12:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
The Ordinary General Meeting of Shareholders as of 26 July 2022 (first convening)
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as “OMV Petrom” or the “Company”) hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 26 July 2022 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 27 April 2022 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the separate financial statements for the year ended on December 31, 2021
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2021
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2021, in the European Single Electronic Format – ESEF (xHTML format)
The Extraordinary General Meeting of Shareholders as of 27 April 2022 (first convening)
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Extraordinary General Meeting of Shareholders (“EGMS”) on 27 April 2022 (first convening), starting with 12:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of EGMS:
- Executive summary of the valuation report issued by Darian DRS
- Notes 1, 2 and 3 - Approval of initiation of the land share capital increase, notification of Romanian State, ratification expert
- Notes 4 and 5 - Approval of authorization of the Executive Board to increase the share capital and amendment Articles of Association
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 27 April 2021 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval A.
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the separate individual financial statements for the year ended on December 31, 2020
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the financial year ended on December 31, 2020
- Supervisory Board Report on separate financial statements prepared in accordance with MFO no. 2844 of 2016
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 27 April 2020 (first convening), starting with 10:00 o’clock (Romania time), at OMV Petrom’s headquarters located in 22 Coralilor Street, District 1, Bucharest (“Petrom City”), Infinity Building, Oval B.
Details can be found in the documents below:
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the separate individual financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2019
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no. 2844 of 2016 for the financial year ended on December 31, 2019
- Supervisory Board Report on separate financial statements prepared in accordance with MFO no. 2844 of 2016
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as “OMV Petrom” or the “Company”), hereby convenes the Ordinary General Meeting of Shareholders (“OGMS”) on 3 March 2020 (first convening), starting with 10:00 o’clock (Romania time), at Crowne Plaza Hotel, “Crown Ballroom” conference room, 1 Poligrafiei Boulevard, District 1, Bucharest, Romania.
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 19 April 2019 (first convening), starting with 10:00 o’clock (Romania time), at Crowne Plaza Hotel, “Crown Ballroom” conference room, 1 Poligrafiei Boulevard, District 1, Bucharest, Romania.
Documents and informing materials related to the items included on the agenda of OGMS:
- Note 1 - Approval of the separate individual financial statements prepared in accordance with MFO no. 2844 of 2016 for the year ended on December 31, 2018
- OMV Petrom S.A. separate financial statements prepared in accordance with MFO no 2844 of 2016 for the financial year ended on December 31, 2018
- Notice correction insignificant errors_Separate Financial Statements
The Ordinary General Meeting of Shareholders as of April 26, 2018
- Results on the votes on the Resolutions of the Ordinary General Meeting of Shareholders of OMV Petrom S.A. held on April 26, 2018
- Resolutions of the Ordinary General Meeting of Shareholders dated April 26, 2018
- Resolutions of the Ordinary and Extraordinary General Meetings of Shareholders of OMV Petrom SA dated April 26, 2016
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 26 April 2018 (first convening), starting with 09:00 o’clock (Romanian time), at "JW Marriott" Hotel, "Constanta" Room, 90 Calea 13 Septembrie Street, District 5, Bucharest, Romania.
The Ordinary General Meeting of Shareholders
April 26, 2018
9.00 AM
"JW Marriott" Hotel, "Constanta" Room
90 Calea 13 Septembrie Street, District 5, Bucharest, Romania
- Note 1 - Approval of the separate individual financial statements prepared in accordance with IFRS for the year ended on December 31, 2017
- OMV Petrom S.A. separate financial statements for the financial year ended on December 31, 2017
- Supervisory Board Report on separate financial statements prepared in accordance with MFO no. 2844 of 2016.pdf
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest (“Petrom City”), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 25 April 2017 (first convening), starting with 15:00 o’clock (Romanian time), at "JW Marriott" Hotel, “Constanta” Room, 90 Calea 13 Septembrie Street, District 5, Bucharest, Romania.
General Meeting of Shareholders as of April 26, 2016
- Results of the votes on the Resolutions of the Ordinary General Meeting of Shareholders of OMV Petrom S.A. held on April 26, 2016
- Resolutions of the Ordinary and Extraordinary General Meetings of Shareholders of OMV Petrom S.A. dated April 26, 2016
- Resolutions of the Ordinary and Extraordinary General Meetings of Shareholders of OMV Petrom SA dated April 26, 2016
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes on April 26, 2016, at Radisson Blu Hotel, "Atlas Room", 63-81 Calea Victoriei Street, sector 1, Bucharest, Romania.
The Ordinary General Meeting of Shareholders ("OGMS"), starting with 9:00 AM
Ordinary General Meeting of Shareholders
April 26, 2016
9:00 AM
Radisson Blu Hotel, "Atlas" Room
63-81 Calea Victoriei Street, sector 1, Bucharest, Romania
Please download from below the files corresponding to the OGMS agenda:
Ordinary General Meeting of Shareholders of OMV Petrom S.A.
April 28, 2015
11:00 a.m.
CROWNE PLAZA Hotel, "Crown Ballroom" conference room
1 Poligrafiei Boulevard, sector 1, Bucharest, ROMANIA
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, Sector 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 28 April 2015, starting with 11.00 AM, at "Crown Ballroom" conference room of the CROWNE PLAZA Hotel, located in Bucharest, 1 Poligrafiei Boulevard, sector 1.
Extraordinary and Ordinary General Meeting of Shareholders as of September 22, 2015
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, District 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes on 22 September 2015, at "Crown Ballroom" conference room of the CROWNE PLAZA Hotel, located in Bucharest, 1 Poligrafiei Boulevard, District 1
Extraordinary General Meeting of Shareholders
September 22, 2015
11:00 AM
Crowne Plaza Hotel, "Crown Ballroom" conference room
1 Poligrafiei Boulevard, District 1, Bucharest, ROMANIA
- Results of the votes on the Resolutions of the Extraordinary General Meeting of Shareholders of OMV Petrom S.A. held on September 22, 2015
- Resolutions of the Extraordinary and Ordinary General Meetings of Shareholders of OMV Petrom S.A. dated September 22, 2015
- Convening notice for the OGMS and EGMS - September 22, 2015
Ordinary General Meeting of Shareholders
September 22, 2015
12:00 PM
Crowne Plaza Hotel, "Crown Ballroom" conference room
1 Poligrafiei Boulevard, District 1, Bucharest, ROMANIA
- Convening notice for the OGMS and EGMS - September 22, 2015
- Resolutions of the Extraordinary and Ordinary General Meetings of Shareholders of OMV Petrom S.A. dated September 22, 2015
- Results of the votes on the Resolutions of the Ordinary General Meeting of Shareholders of OMV Petrom S.A. held on September 22, 2015
Ordinary General Meeting of Shareholders of OMV Petrom S.A.
April 29, 2014
11:00 a.m.
CROWNE PLAZA Hotel, "Crown Ballroom" conference room
1 Poligrafiei Boulevard, sector 1, Bucharest, ROMANIA
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, Sector 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 29 April 2014, 11.00 AM, at "Crown Ballroom" conference room of the CROWNE PLAZA Hotel, located in Bucharest, 1 Poligrafiei Boulevard, sector 1.
Ordinary General Meeting of Shareholders of OMV Petrom S.A.
April 22, 2013
10:00 a.m.
CROWNE PLAZA Hotel, "Crown Ballroom" conference room
1 Poligrafiei Boulevard, sector 1, Bucharest, ROMANIA
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, Sector 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 22 April 2013, 10.00 AM, at "Crown Ballroom" conference room of the CROWNE PLAZA Hotel, located in Bucharest, 1 Poligrafiei Boulevard, sector 1.
Ordinary General Meeting of Shareholders of OMV Petrom S.A.
April 27, 2012
10:00 a.m.
CROWNE PLAZA Hotel, "Crown Ballroom" conference room
1 Poligrafiei Boulevard, sector 1, Bucharest, ROMANIA
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J40/8302/1997, fiscal code 1590082, having its headquarters at 22 Coralilor Street, Sector 1, Bucharest ("Petrom City"), with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter interchangeably referred to as "OMV Petrom" or the "Company"), hereby convenes the Ordinary General Meeting of Shareholders ("OGMS") on 27 April 2012, 10.00 a.m., at "Crown Ballroom" conference room of the CROWNE PLAZA Hotel, located in Bucharest, 1 Poligrafiei Boulevard, sector 1, with the following AGENDA:
1. Approval of the financial statements prepared in accordance with Romanian Accounting Standards (RAS) for the financial year ended on 31 December 2011, based on the Financial Auditor’s Report, the Report of the Executive Board and the Report of the Supervisory Board for the 2011 financial year.
2. Approval of the consolidated financial statements prepared in accordance with the International Financial Reporting Standards (IFRS) for the year ended on 31 December 2011, based on the Financial Auditor’s Report, the Report of the Executive Board and the Report of the Supervisory Board for the 2011 financial year.
3. Approval of the Annual Report which includes the Report of the Executive Board and the Report of the Supervisory Board for the 2011 financial year.
4. Approval of the Executive Board’s proposal to allocate the amount of RON 209,401,533 to legal reserves in order to comply with the legal requirements regarding the mandatory allocation of a profit quota for legal reserves
5. Approval of the Executive Board’s proposal to distribute dividends for the 2011 financial year, the manner of payment and the starting date; the Executive Board proposes to distribute starting with 18 June 2012, via payment agent, to OMV Petrom’s shareholders recorded at the registration date, dividends with a gross value per share as detailed in the in the supporting materials.
6. Approval of the Executive Board’s proposal not to establish an employees’ award fund out of the Company’s profits for the 2011 financial year pursuant to article 106 of the Company’s Collective Labor Agreement in force and, as a result, not to make any payments for the 2011 financial year.
7. Approval of the 2012 Revenue and Expenditure Budget.
8. Discharge of liability of the members of the Executive Board and of the members of the Supervisory Board for the 2011 financial year.
9. The approval of the appointment of a new Supervisory Board member for the remaining term of Mr Werner Auli’s mandate, due to the waiver of his mandate as member of the Supervisory Board.
10. Establishing the remuneration of the members of the Supervisory Board for the current year and the general limit of the additional remunerations of the Supervisory Board members who were assigned specific positions within the Supervisory Board.
11. Appointment of the Company’s financial auditor, pursuant to the expiry of the audit service agreement, establishment of the minimum duration of the audit service agreement and the remuneration of the financial auditor.
12. Establishing 17 May 2012 as the "Registration Date" as per article 238 of Capital Market Law no. 297/2004, i.e. the registration date which serves to the identification of the shareholders who are to benefit from dividends or other rights and who are affected by the decisions of the general meetings of shareholders.
13. Empowering Ms Mariana Gheorghe, Chief Executive Officer, to sign in the name of the shareholders the decisions of the OGMS and to perform any act or formality required by law for the registration and the application of the decisions of the OGMS. Ms Mariana Gheorghe may delegate all or part of the above mentioned powers to any competent person(s) to perform such mandate.
The ordinary and extraordinary General Meeting of Shareholders of OMV Petrom S.A. were convened on April 26, 2011, starting 11.00 AM, at "D" conference room of the JW MARRIOTT Hotel, located in Bucharest, 90 Calea 13 Septembrie, sector 5.
Ordinary General Meeting of Shareholders
April 26, 2011
11:00 a.m.
JW Marriott Hotel, room “D”
Calea 13 Septembrie no. 90, district 5, Bucharest, ROMANIA
The Executive Board of OMV Petrom SA, a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J/40/8302/1997, fiscal code 1590082, having its headquarters at 239 Calea Dorobanţilor, sector 1, Bucharest, Romania, with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter interchangeably referred to as “OMV Petrom” or the “Company”), convened the Ordinary General Meeting of Shareholders (“OGMS”) on 26 April 2011, 11.00 AM, at “D” conference room of the JW MARRIOTT Hotel, located in Bucharest, 90 Calea 13 Septembrie, sector 5, with the following AGENDA:
1. Approval of the financial statements prepared in accordance with Romanian Accounting Standards (RAS) for the financial year ended on 31 December 2010, based on the Financial Auditor’s Report, the Report of the Executive Board and the Report of the Supervisory Board for the 2010 financial year.
2. Approval of the consolidated financial statements prepared in accordance with the International Financial Reporting Standards (IFRS) for the year ended on 31 December 2010, based on the Financial Auditor’s Report, the Report of the Executive Board and the Report of the Supervisory Board for the 2010 financial year.
3. Approval of the Annual Report which includes the Report of the Executive Board and the Report of the Supervisory Board for the 2010 financial year.
4. Approval of the Executive Board’s proposal to allocate the amount of RON 101,710,000 to legal reserves in order to comply with the legal requirements regarding the mandatory allocation of a profit quota for legal reserves.
5. Approval of the Executive Board’s proposal to distribute dividends for the 2010 financial year and the method of profits distribution ; the Executive Board proposes to distribute to OMV Petrom’s shareholders recorded at the registration date dividends with a gross value per share amounting to RON 0.0177.
6. Approval of the Executive Board’s proposal not to establish an exceptional employees’ award fund out of the Company’s profits for the 2010 financial year and, as a result, not to make payments in 2011 for the 2010 financial year pursuant to article 106 of the Company’s Collective Labor Agreement in force.
7. Approval of the 2011 Revenue and Expenditure Budget.
8. Discharge of liability of the members of the Executive Board and of the members of the Supervisory Board for the 2010 financial year.
9. The approval of the appointment of a new Supervisory Board member for the remaining term of Mr Wolfgang Ruttenstorfer’s mandate, due to the waiver of his mandate as member of Supervisory Board.
10. Establishing the remuneration of the members of the Supervisory Board for the current year and the general limit of the additional remunerations of the Supervisory Board members who were assigned specific positions within the Supervisory Board.
11. Appointment of the Company’s financial auditor, pursuant to the expiry of the audit service agreement, establishment of the minimum duration of the audit service agreement and the remuneration of the financial auditor.
12. Establishing 12 May 2011 as the "Registration Date" as per article 238 of Capital Market Law no. 297/2004, i.e. the registration date which serves to the identification of the shareholders who are to benefit from dividends or other rights and who are affected by the decisions of the general meetings of shareholders.
13. Empowering Ms Mariana Gheorghe, Chief Executive Officer, to sign in the name of the shareholders the decisions of the OGMS and to perform any act or formality required by law for the registration and the application of the decisions of the OGMS. Ms Mariana Gheorghe may delegate all or part of the above mentioned powers to any other person(s) to perform such mandate.
14.Revocation of Mr Marian Ţurlea as member of the Supervisory Board and appointment of a new member for the remaining term of Mr Marian Ţurlea’s mandate. MECMA’s proposal fort he appointment of the new member of the Supervisory Board is Mr Constantin Dascălu.
Extraordinary General Meeting of Shareholders
April 26, 2011
13:30 p.m.
JW Marriott Hotel, room “D”
Calea 13 Septembrie no. 90, district 5, Bucharest, ROMANIA
The Executive Board of OMV Petrom S.A., a company managed in a two-tier system, incorporated and operating under the laws of Romania, registered with the Trade Registry Office of Bucharest Court under number J 40/8302/1997, fiscal code 1590082, having its headquarters at 239 Calea Dorobanţilor, sector 1, Bucharest, Romania, with a subscribed and paid up share capital of RON 5,664,410,833.50 (hereinafter interchangeably referred to as “OMV Petrom” or the “Company”), convened the Extraordinary General Meeting of Shareholders (“EGMS”) on 26 April 2011, 13.30 PM, at “D” conference room of the JW MARRIOTT Hotel, located in Bucharest, 90 Calea 13 Septembrie, sector 5, with the following AGENDA:
1. Approval of the change of the Company’s headquarters from 239 Calea Dorobantilor Street, Sector 1, Bucharest, to 22 Coralilor Street, Sector 1, Bucharest (“Petrom City”), as of 23 May 2011.
2. Following the approval of point 1 above, approval of the amendment of the first paragraph of article 3 of the Company’s Articles of Association starting with 23 May 2011, as follow:
„The headquarters of the Company is located in 22 Coralilor Street, sector 1, Bucharest (“Petrom City”). The headquarters of the Company may be changed to any another location in Romania pursuant to a resolution of the Extraordinary General Assembly of Shareholders.”
3. Information about the finalization of the procedure to distribute own shares to the entitled persons in line with the “Simplified Prospectus on distribution of OMV Petrom S.A.’s shares to the entitled persons according to Law no. 297/2004 and the National Securities Commission Regulation no. 1/2006” approved by the National Securities Commission Decision no. 204 dated 10 February 2010 and empowering the Executive Board to further decide upon the destination of the 62,000 own shares which remained non distributed due to the fact that as of the date of the issuance of the Simplified Prospectus the number of the entitled persons was unknown.
4. Establishing 12 May 2011 as the "Registration Date" as per article 238 of Capital Market Law no. 297/2004, i.e. the registration date which serves to the identification of the shareholders who are to benefit from dividends or other rights and who are affected by the decisions of the general meetings of shareholders.
5. Empowering Ms Mariana Gheorghe, Chief Executive Officer, to sign in the name of the shareholders the decisions of the EGMS and updated Articles of Association of the Company and to perform any act or formality required by law for the registration and the application of the decisions of the EGMS. Ms Mariana Gheorghe may delegate all or part of the above mentioned powers to any other person(s) to perform such mandate.
Extraordinary General Meeting of Shareholders
April 29, 2010
12.00 p.m.
JW Marriott Hotel, room “D”
Calea 13 Septembrie no. 90, district 5, Bucharest, ROMANIA
Extraordinary General Meeting of the Shareholders
November 27, 2007
10.30 a.m.
Crowne Plaza Hotel
1 Poligrafiei Blvd, sector 1, Bucharest, ROMANIA