Current report according to the provisions of Law ... - Transelectrica

Current report according to the provisions of Law 297/2004, BSE Code and Regulation 1/2006 of the National
Securities Commission
Date of the report: November 1 st , 2012
Name of Issuer Company: National Power Grid Company Transelectrica SA
Headquarters: Bucharest 1, Blvd. Magheru no. 33
Working location: Bucharest 3, Str. Olteni no. 2-4
Phone / fax numbers: 4021 3035 611 / 4021 3035 610
Single registration code with the Office of Commercial Register: 13328043
Number in the Commercial Register: J40/8060/2000
Share capital subscribed and paid: 733,031,420 RON
Regulated market where the issued securities are transacted: Bucharest Stock Exchange
COMPLETING THE CONVENING NOTICE OF THE SHAREHOLDERS’ GENERAL ORDINARY ASSEMBLY
(according to the request from the Ministry of Economy, Commerce and Business Environment in its capacity of
majority shareholder in the National Power Grid Company Transelectrica SA)
The Board of administration of the National Power Grid Company Transelectrica SA, seated in Blvd.
General Gheorghe Magheru no. 33, Bucharest 1, registered with the Office of the Commercial Register under
no. J40/8060/2000, single (fiscal) registration code 13328043, in accordance with the request from the Ministry of
Economy, Commerce and Business Environment, legal person of public law, seated in Bucharest 1, Calea
Victoriei no. 152, as representative of the Romanian State holding 43,020,309 shares accounting for
58.6882196673 of the share capital of the National Power Grid Company Transelectrica SA, under Note
5512/08.10.2012 (registered under no. 32928/08.10.2012), according to art. 117^1 of Law 31/1990 on trading
companies, republished, with later additions and amendments, having met on 31.10.2012 are adding the agenda
of the Shareholders’ general ordinary assembly of November 15 th , 2012, 09:00 h in the PLATINUM Centre
building, str. Olteni no. 2 - 4, Bucharest 3, 11 th floor, Meeting room 1102, for all the shareholders recorded in the
Company shareholders’ register at the end of November 1 st , 2012, initially published in Romania’s Official
Gazette, Part IV, no. 3734/27.09.2012 and in the Financial Newspaper no. 3499/26.09.2012, with the following
items:
1. Mandating the representatives of the National Power Grid Company Transelectrica SA in the
Shareholders’ general assembly of the subsidiary trading company for Telecommunication and
Information Technology services to Electricity Transmission Grids TELETRANS SA (Anca DOBRICA,
Viorel ULEIA, and Cristian ILIE) to recall Mr. Mihai POPESCU from his capacity of BA member (Order
1009/31.05.2012 of the MECMA).
2. Mandating the state representatives in the Shareholders’ general assembly of the National
Power Grid Company Transelectrica SA (Emanuela DUMBRAVA, Aurora NEGRUT, and Dana-Olga
JIREGHIE) to appoint Mr. Iulian Marian BUTNARU, personal counsellor with the Ministry of Economy,
Commerce and Business Environment as Company representative in the Shareholders’ general
assembly of the subsidiary trading company for Telecommunication and Information Technology
services to Electricity Transmission Grids TELETRANS SA instead of Mr. Viorel ULEIA (Order
1027/05.06.2012 of the MECMA).
3. Mandating the representatives of the National Power Grid Company Transelectrica SA in the
Shareholders’ general assembly of the subsidiary Romanian Power Experts Training trading company
FORMENERG SA (Maria IONESCU, Domnica CONSTANTIN, and Gheorghe INDRE) to recall Mr. Claudius
Mihail ZAHARIA from his capacity of BA member (Order 1296/09.07.2012 of the MECMA).
LANGUAGE DISCLAIMER: This document represents the English version of the original official Romanian document filed with the Romanian National Securities
Commission CNVM. The English version has been created for English readers’ convenience. Reasonable efforts have been made to provide an accurate translation, however,
discrepancies may occur. The Romanian version of this document is the original official document. Any discrepancies or differences created in the translation are not binding.
If any questions arise related to the accuracy of the information contained in the English version, please refer to the Romanian version of the document which is the official
version.

Thus the meeting of November 15 th , 2012, 09:00 h in the PLATINUM Centre building, str. Olteni no. 2
- 4, Bucharest 3, 11 th floor, Meeting room 1102, for all the shareholders recorded in the Company shareholders’
register at the end of November 1 st , 2012, initially published in Romania’s Official Gazette, Part IV, no.
3734/27.09.2012 and in the Financial Newspaper no. 3499/26.09.2012, will have the following
AGENDA:
1. Appointing the provisional members in the Supervisory Board of the National Power Grid
Company Transelectrica SA by applying the cumulative vote, in accordance with the provisions of the
Articles of association
2. Determining to 4 months the term of the mandate of provisional members in the Supervisory
Board of the National Power Grid Company Transelectrica SA, time interval during which the
Supervisory Board members will be selected in accordance with the provisions of GEO 109/2011 on
corporative governance of public enterprises.
3. Establishing the remuneration of provisional members in the Supervisory Board of the
National Power Grid Company Transelectrica SA to a gross amount of 67 lei / month
4. Determining the amount of the professional liability insurance for provisional members in
the Supervisory Board of the National Power Grid Company Transelectrica SA to a total of 10 million lei
5. Approving the form of the administration contract to be concluded with the provisional
members in the Supervisory Board of the National Power Grid Company Transelectrica SA.
6. Empowering a person to sign the administration contract to be concluded with the
provisional members of the Supervisory Board of the National Power Grid Company Transelectrica SA in
the name and on behalf of the shareholders
7. Mandating the representatives of the National Power Grid Company Transelectrica SA in the
Shareholders’ general assembly of the subsidiary trading company for Telecommunication and
Information Technology services to Electricity Transmission Grids TELETRANS SA (Anca DOBRICA,
Viorel ULEIA, and Cristian ILIE) to recall Mr. Mihai POPESCU from his capacity of BA member (Order
1009/31.05.2012 of the MECMA).
8. Mandating the state representatives in the Shareholders’ general assembly of the National
Power Grid Company Transelectrica SA (Emanuela DUMBRAVA, Aurora NEGRUT, and Dana-Olga
JIREGHIE) to appoint Mr. Iulian Marian BUTNARU, personal counsellor with the Ministry of Economy,
Commerce and Business Environment as Company representative in the Shareholders’ general
assembly of the subsidiary trading company for Telecommunication and Information Technology
services to Electricity Transmission Grids TELETRANS SA instead of Mr. Viorel ULEIA (Order
1027/05.06.2012 of the MECMA).
9. Mandating the representatives of the National Power Grid Company Transelectrica SA in the
Shareholders’ general assembly of the subsidiary trading company Romanian Power Experts Training
FORMENERG SA (Maria IONESCU, Domnica CONSTANTIN, and Gheorghe INDRE) to recall Mr. Claudius
Mihail ZAHARIA from his capacity of BA member (Order 1296/09.07.2012 of the MECMA).
10. Setting December 4 th , 2012 as registration date for the shareholders who will be touched by
the effects of the decision taken by the Shareholders’ general ordinary assembly.
11. Empowering the chairman of the Board of Administration of the National Power Grid
Company Transelectrica SA to sign the decision of the Shareholders’ general ordinary assembly, as well
as the required documents for the registration and publication of such decision of the Shareholders’
general ordinary assembly with the National Office of the Commercial Register from Bucharest Tribunal.
LANGUAGE DISCLAIMER: This document represents the English version of the original official Romanian document filed with the Romanian National Securities
Commission CNVM. The English version has been created for English readers’ convenience. Reasonable efforts have been made to provide an accurate translation, however,
discrepancies may occur. The Romanian version of this document is the original official document. Any discrepancies or differences created in the translation are not binding.
If any questions arise related to the accuracy of the information contained in the English version, please refer to the Romanian version of the document which is the official
version.

In case the required quorum cannot be reached at the fore-mentioned assembly, the Shareholders’
general ordinary assembly will be held on November 16 th , 2012, 9:00 h in the PLATINUM Centre building, str.
Olteni no. 2 - 4, Bucharest 3, 11 th floor, Meeting room 1102, having the same agenda.
The proposed registration date for shareholders who will be touched by the effects of the decision taken
by the Shareholders’ general ordinary assembly, which date will be determined by the Shareholders’ general
ordinary assembly, is December 4 th , 2012.
The draft decision of the Shareholders’ general ordinary assembly, the assembly documents and
materials are available in electronic format beginning with October 15 th , 2012 on the Company’s website
(www.transelectrica.ro), page Investor relations and financial reports / AGA or it can be obtained from the
following address: PLATINUM Centre, str. Olteni no. 2 - 4, Bucharest 3 on weekdays during 8:00 – 15:00 h, from
October 15 th , 2012 onward. The special power of attorney form will be available also in electronic format on the
Company’s website (www.transelectrica.ro) beginning with October 15 th , 2012.
Each shareholder is entitled to send questions with respect to the items in the agenda of the general
assembly, which will be answered including by posting such answers on the Company’s website. Questions can
be transmitted in writing either by post or courier (PLATINUM Centre building, str. Olteni no. 2-4, Bucharest 3), or
by electronic means (e-mail: ionel.taranu@transelectrica.ro). Persons sending questions will attach also copies of
the documents certifying their identity.
Shareholders registered on the reference date can vote by correspondence before the general assembly
by using the correspondence voting form made available beginning with October 15 th , 2012, on the Company’s
website (www.transelectrica.ro), page Investors relations and financial reports / AGA.
Correspondence voting forms (filled in by shareholders and accompanied by copies of the ID documens
of the natural person shareholder / of the legal representative of the legal person shareholder, as well as, for
legal persons, by the official document certifying the quality of legal representative of the shareholder) will have
to be sent in the original, by post or courier services, PLATINUM Centre building, str. Olteni no. 2-4, Bucharest 3,
until November 13 th , 2012, 9:00 h.
Only shareholders registered on the reference date November 1 st , 2012 can participate and vote in
person or by proxy, based on a special power of attorney according to legal provisions. The original power of
attorney will be submitted by November 13 th , 2012, 9:00 h to the PLATINUM Centre building, str. Olteni nr. 2 - 4,
Bucharest 3, or electronically signed using the extended electronic signature in accordance with the provisions of
Law 455/2001 on the electronic signature, by e-mail to the following address: ionel.taranu@transelectrica.ro,
pending sanction provided in art. 125 par. (3) of Law 31/1990, amended by Law 441/2006. Additional information
can be obtained at phone number 021.303.5611.
Director General
Andrei BENGHEA MALAIES
Director General
LANGUAGE DISCLAIMER: This document represents the English version of the original official Romanian document filed with the Romanian National Securities
Commission CNVM. The English version has been created for English readers’ convenience. Reasonable efforts have been made to provide an accurate translation, however,
discrepancies may occur. The Romanian version of this document is the original official document. Any discrepancies or differences created in the translation are not binding.
If any questions arise related to the accuracy of the information contained in the English version, please refer to the Romanian version of the document which is the official
version.