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OMV PETROM S.A.

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08/09OMV PETROM S A : Results on the votes on the Resolution of the Ordinary General Meeting of Shareholders of OMV Petrom S.A. dated July 26, 2022 (PDF, 495,0 KB)
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OMV Petrom S A : Special Power of Attorney for representation in OGMS (DOC, 98,5 KB)

06/23/2022 | 05:25am EDT
Anexa nr

SPECIAL POWER-OF-ATTORNEY

for representation in the

Ordinary General Meeting of Shareholders of OMV Petrom S.A. of

26/27 July 2022

I, the undersigned ___________________ [name and surname of the shareholder - natural person], identified with _________________ [identity card], series ____, number ____________, issued by________, on________, valid until __________, having the domicile in __________________________________________, personal identification number ____________,

or

I, the undersigned __________________________________ [name of the shareholder - legal person/entity without legal personality], having the registered office located at _______________________________________, registered with the Trade Registry________________ [equivalent body - for non-resident legal persons] under no. ___________________________________ sole registration code_________________ [equivalent identification no. - for non-resident legal persons] _____________________, legally represented by __________________________________,

shareholder, at the Reference Date of 15 July 2022 of OMV Petrom S.A., a company managed in a two tier system, incorporated and functioning under the laws of Romania, registered with the Bucharest Trade Registry Office under no. J40/8302/1997, sole registration code 1590082, having the headquarters at 22 Coralilor Street, District 1 (Petrom City), Bucharest, Romania, having the subscribed and paid share capital of RON 5,664,410,833.50, divided in 56,644,108,335 common, nominative shares, having a face value of RON 0.1 each (the "Company" or "OMV Petrom"),

holding a number of __________ shares, representing __________ % of the total number of shares issued by the Company,

I hereby empower

________________________________________________ [name of the proxy holder - natural person] having the domicile in _____________________________, identified with _________________ [identity card], series ____, number ____________, issued by ________, on ________, valid until __________, personal identification number ____________,

or

________________________________________________ [name of the proxy holder - legal person], having the registered office located at _______________________________________, registered with the Trade Registry_________________ [equivalent body - for non-resident legal person] under no. ___________________________________ sole registration code__________________ [equivalent identification no. - for non-resident legal person] ____________________, represented by __________________________________ having the domicile in _____________________________, identified with _________________ [identity card], series ____, number ____________, issued by ________, on ________, valid until __________, personal identification number ____________,

to represent me in 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, or, should the OGMS of OMV Petrom not be held at the first convening date of 26 July 2022, for the second convening of the OGMSof OMV Petrom set for 27 July 2022, starting at 10:00 o'clock (Romania time), at OMV Petrom's headquarters located in in 22 Coralilor Street, District 1, Bucharest ("Petrom City"), Infinity Building, Oval A,

to exercise the voting rights associated to the shares held by the undersigned as follows:

1. For item 1 on the Agenda, [i.e. "Approval of distribution of a special dividend."]:

a) The Executive Board's proposal regarding the approval of the distribution ofa special dividend with a gross value amounting to RON 0.0450 per share to OMV Petrom's shareholders; the payment of dividends is to be made in RON to OMV Petrom's shareholders registered with the shareholders registry kept by Depozitarul Central S.A. on the Record Date established by this OGMS(the Record Date proposed to be approved by OGMS being August 11, 2022), starting with the Payment Date established by this OGMS (the Payment Date proposed to be approved by OGMS being September 2, 2022); the net special dividend and related tax on dividend is to be determined using the following computation method: the gross special dividend corresponding to each shareholder will be computed by multiplying the number of shares held at the Record Date by the respective shareholder with the gross special dividend per share; the resulting amount will be then rounded down to two decimals according to the Code of Depozitarul Central S.A. with its subsequent amendments and supplementations; afterwards, the tax on dividend will be computed by applying the relevant tax rate to gross dividends already rounded down to two decimals; the amount of the net dividend to be paid will represent the difference between the gross dividend rounded down to two decimals and the amount of the related tax on dividends rounded up/down according to the legal provisions.

For __________ Against _________ Abstention __________

b) The payment of dividends is to be made through Depozitarul Central S.A. (i) via the participants in its clearing-settlement and registry system and, where appropriate, (ii) via the payment agent BRD Groupe Societe Generale S.A.

For __________ Against _________ Abstention __________

2. For item 2 on the Agenda, [i.e. "Approval of 11 August 2022 as Record Date for identifying the shareholders upon which the resolutions of the OGMS will take effect as per article 87, para. (1) of Issuers' Law and of 10 August 2022 as Ex-Date."]:

For __________ Against _________ Abstention __________

3. For item 3 on the Agenda, [i.e. "Approval of 2 September 2022 as Payment Date for the payment of the special dividend."]:

For __________ Against _________ Abstention __________

4. For item 4 on the Agenda, [i.e. "Empowering Ms. Christina Verchere, President of Executive Board and Chief Executive Officer, to sign in the name of the shareholders the OGMS resolutions and to perform any act or formality required by law for the registration of the OGMS resolutions. Ms. Christina Verchere may delegate all or part of the above mentioned powers to any competent person(s) to perform such mandate."]:

For __________ Against _________ Abstention __________

I hereby attach a copy of my valid identification document (i.e. identity card/passport for natural persons and for legal persons/entities without legal personality, identity card/passport of the legal representative).

Date ________________

____________________________________________ [signature]

______________________________________________

[Surname and name of the natural person shareholder or of the representative of the legal person/entity without legal personality shareholder, in capital letters]

� A shareholder may be represented in the OGMS only by one proxy holder, holding a special power of attorney granted specifically for the OGMS held on 26/27 July 2022

� To be filled in only by shareholders - natural persons

� To be filled in only by shareholders - legal persons/entities without legal personality

�To be entered the legal representative of the legal person mentioned in the documents attesting the legal representative capacity

� To be entered the name of the appointed representative (i.e. proxy holder)

� To be entered the details of the proxy holder to represent the legal person/entity without legal personality who may be a different person than the legal representative

� In case of natural persons, to be signed; in case of legal persons, to be signed by the legal representative(s) and stamped (if a stamp exist)

� In case of legal persons/entities without legal personality, the position of the legal representative shall be mentioned

PAGE

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Disclaimer

OMV Petrom SA published this content on 22 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 June 2022 09:24:06 UTC.


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