Rompetrol Rafinare S A : Current report regarding Resolutions no. 1/2023 – no.5/2023 adopted by the OGMS and EGMS on 27 April 2023

DocuSign Envelope ID: 1734258C-61D2-4CA2-9FF8-71D943C7E200

No. 2180/April 28, 2023

To: BUCHAREST STOCK EXCHANGE

FINANCIAL SUPERVISORY AUTHORITY

From: ROMPETROL RAFINARE S.A.

CURRENT REPORT

prepared in compliance with the provisions of Law no. 24/2017 on issuers of financial instruments and market operations, republished, and Regulation no. 5/2018 on issuers of financial instruments and market operations

Date of report: 28 April, 2023

ROMPETROL RAFINARE S.A.

Registered Seat: Năvodari, 215 Năvodari Blvd. (Administrative Facility), Constanta County

Telephone number: 0241/506100; 506553

Fax number:

0241/506930; 506901

Number of registration with the Trade Registry: J13/534/1991

Sole Registration Code: 1860712

Subscribed and paid-up capital: Lei 2,655,920,572.60

Regulated market on which the securities are traded: Bucharest Stock Exchange (market symbol RRC)

Significant events to report: Resolutions no. 1/2023, no. 2/2023 and no. 3/2023adopted by the Ordinary General Meeting of Shareholders and Resolutions no. 4/2023 and no. 5/2023adopted by the Extraordinary General Meeting of Shareholders of Rompetrol Rafinare S.A. as of April 27th, 2023.

The Ordinary General Meeting and Extraordinary General Meeting of Shareholders of Rompetrol Rafinare S.A. (collectively referred to as the "Meetings"), convened in session by

virtue of art. 117 para.1 of the Companies Law no. 31/1990, as republished and subsequently

amended, of the provisions of the Law no. 24/2017 on the issuers of financial instruments and market operations, republished, of the Financial Supervisory Authority's Regulations no. 5/2018

on the issuers of financial instruments and market operations, carried out its proceedings in compliance with the publicity and quorum conditions requested by Law no. 31/1990, as republished and subsequently amended and the provisions of the Articles of Incorporation of

Rompetrol Rafinare S.A. (hereinafter referred to as the "Company").

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ROMPETROL RAFINARE SA

215 Năvodari Blvd. Administrative Building, 905700, Năvodari, ConstanțA, ROMANIA

fax: + (40) 241 506 930 | phone: + (40) 241 506 207 | email: [e-mail] www.rompetrol.com

DocuSign Envelope ID: 1734258C-61D2-4CA2-9FF8-71D943C7E200

The convening notice of the Meetings was published in the Official Gazette of Romania, 4th Part, no. 1401 as of 24.03.2023 and in "Bursa" newspaper no. 56 (historical no. 7329) as of

24.03.2023, respectively the Completion of the agenda of the Ordinary General Meeting of Shareholders and Extraordinary General Meeting of Shareholders was published in the Official Gazette of Romania, 4th Part, no. 1713 of April 12nd, 2023, and national newspaper "Bursa" no. 69 of April 12nd, 2023.

The Ordinary General Meeting of Shareholders ("OGMS")of Rompetrol Rafinare S.A. was convened in session on April 27th, 2023 - first convening - at 11.00 a.m., at the Company's

headquarters, in compliance with the legal validity requirements, being attended directly and by votes by correspondence, representing 99.3737% of the Company's share capital and 99.3737% of the total voting right registered with Depozitarul Central S.A. Bucureşti on the reference date

April 18th, 2023, as follows:

• the representative of the shareholder KMG Internaţional N.V, holder of 12,778,577,732 shares/voting rights, representing 48.1136% of the share capital,
• the representative of the shareholder the Romanian State, through the Ministry of Energy, holding 11,870,877,580 shares/voting rights, representing 44.6959% of the share capital,
• a number of 6 (six) shareholders, natural persons (directly attending) and representatives of the shareholders legal entities, holding 1,743,405,915 shares/voting rights, representing 6.5642% of the share capital.

Subject to the provisions of the Company's Articles of Incorporation and of Law no. 31/1990, as republished and subsequently amended, the Ordinary General Meeting of Shareholdersadopted the Resolutions No. 1/2023, No. 2/2023 and No. 3/2023 in respect of the issues on the meeting agenda, as follows:

• Resolution no. 1/2023 - over the items 1, 2, 3, 4, 5.1, 5.2, 5.3, 12 and 13 on the agenda;
• Resolution no. 2/2023- over the items 6, 7, 8, 12 and 13 on the agenda;
• Resolution no. 3/2023 - over the items 9, 10, 101, 11, 12 and 13 on the agenda;

Resolution no. 1/2023 regarding the items on the agenda no. 1 - 4, 5.1, 5.2, 5.3, 12 and

13 on the agenda:

"Article 1

In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of the total voting rights, with 26,381,336,852 votes "for" representing 99.330293% of the share capital and 99.995435% of the votes cast and 1,204,247 votes "against" representing 0.004534% of the share capital and 0.004565% of the casted votes, it is hereby approved the Individual

Annual Financial Statements of Rompetrol Rafinare SA as of and for the year ended December 31, 2022, drawn up in accordance with the Order of the Ministry of Public Finance

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ROMPETROL RAFINARE SA

215 Năvodari Blvd. Administrative Building, 905700, Năvodari, ConstanțA, ROMANIA

fax: + (40) 241 506 930 | phone: + (40) 241 506 207 | email: [e-mail] www.rompetrol.com

DocuSign Envelope ID: 1734258C-61D2-4CA2-9FF8-71D943C7E200

No. 2844/2016 for approval of Accounting Regulations in accordance with International Financial Reporting Standards, as further amended and supplemented, based on the Annual

Report of the Board of Directors for 2022 drawn up in accordance with the provisions of the FSA Regulation No 5/2018, and the Independent Financial Auditor's Report drawn up by Ernst &

Young Assurance Services S.R.L. on the Annual Standalone Financial Statements of Rompetrol Rafinare on and for the financial year ended on December 31st, 2022.

The main financial indicators are:
-	Net turnover	23,026,777,606 lei
-	Operating profit	1,326,128,160 lei
-	Net profit for the year	666,277,159 lei
-	Total equity	2,919,993,039 lei
-	Number of employees on December 31st, 2022	1,154 employees

Article 2

In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of

the total voting rights, with 26,381,336,852 votes "for" representing 99.330293% of the share capital and 99.995435% of the votes cast and 1,204,247 votes "against" representing 0.004534%

of the share capital and 0.004565% of the casted votes, it is hereby approved the Consolidated

Annual Financial Statements of Rompetrol Rafinare on and for the financial year ended on

December 31st, 2022 (including the financial statements of Rompetrol Rafinare S.A. and those of its subsidiaries: Rompetrol Downstream S.R.L., Rom Oil S.A., Rompetrol Quality Control S.R.L., Rompetrol Logistics S.R.L. (together with the subsidiary Rompetrol Gas S.R.L.) and Rompetrol Petrochemicals S.R.L.), drawn up in accordance with the International Financial Reporting

Standards (IFRS) adopted by the European Union, based on the Report of the Board of Directors for 2022 and of the Independent Financial Auditor's Report on the Annual Consolidated

Financial Statements on and for the financial year ended on December 31st, 2022.

The main financial indicators are:

		USD	RON1
-	Gross turnover	6,572,037,534	30,458,765,153
-	Net turnover	5,361,328,254	24,847,611,928

• EBITDA (Operating profit, less the expense on the

	amortization and depreciation)	464,457,570	2,152,575,056
-	EBIT (Operating Profit)	264,315,488	1,224,996,560
-	Net Profit	90,343,782	418,707,293
- Number of employees on December 31st, 2022		1,882 employees

• RON as presentation currency information in USD

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ROMPETROL RAFINARE SA

215 Năvodari Blvd. Administrative Building, 905700, Năvodari, ConstanțA, ROMANIA

fax: + (40) 241 506 930 | phone: + (40) 241 506 207 | email: [e-mail] www.rompetrol.com

DocuSign Envelope ID: 1734258C-61D2-4CA2-9FF8-71D943C7E200

Article 3

In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of the total voting rights, with 26,391,656,980 votes "for" representing 99.36915% of the share capital and 99.995437% of the votes cast and 1,204,247 votes "against" representing 0.004534% of the share capital and 0.004563% of the casted votes, it is hereby approved the proposal of the Board of Directors to distribute the net profit for the fiscal year 2022, in the amount of RON

666,277,159, as follows:

• 62,195,597 RON to be allocated to the legal reserve and
• 604,081,562 RON to cover losses carried forward from previous years, as provided for in the note submitted to shareholders.

Article 4

In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of

the total voting rights, with 26,381,336,852 votes "for" representing 99.330293% of the share capital and 99.995435% of the votes cast and 1,204,247 votes "against" representing 0.004534%

of the share capital and 0.004565% of the casted votes, it is hereby approved the discharge of all Company's Directors of any liability arising from the activity they conducted during the

financial year 2022 further to the submitted reports.

Article 5

1. In the presence of the shareholders representing 99.3737% of the share capital and 99.3737%

of the total voting rights, with 26,381,336,852 votes "for" representing 99.330293% of the share capital and 99.995435% of the votes cast and 1,204,247 votes "against" representing 0.004534%

of the share capital and 0.004565% of the casted votes, it is hereby approved the Income and

Expenses Budget of the Company for 2023.

The main indicators for the Income and Expenses Budget of the Company for 2023:

-	Gross turnover:	5,703,268 thousand USD
-	Net turnover:	4,565,480 thousand USD

• Operating profit, without amortization

	& impairment expenses (EBITDA):	102,451 thousand USD
-	Operating Profit (EBIT):	51,621 thousand USD
-	Net Profit:	903 thousand USD

1. In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of the total voting rights, with 26,391,656,980 votes "for" representing 99.36915% of the share capital and 99.995437% of the votes cast and 1,204,247 votes "against" representing 0.004534% of the share capital and 0.004563% of the casted votes, it is hereby approved the Production
   Program for 2023.

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ROMPETROL RAFINARE SA

215 Năvodari Blvd. Administrative Building, 905700, Năvodari, ConstanțA, ROMANIA

fax: + (40) 241 506 930 | phone: + (40) 241 506 207 | email: [e-mail] www.rompetrol.com

DocuSign Envelope ID: 1734258C-61D2-4CA2-9FF8-71D943C7E200

The main indicators for the Company's Production Plan for 2023:

• Quantity processed by PETROMIDIA Refinery = 5,682,972 tons/year of raw materials, of
  which:
• • Crude oil: 5,313,229 tons/year;
  • Other raw materials: 369,744 tons/year
• Quantity processed by VEGA Refinery = 474,477 tons raw materials/ year
• Production obtained by PETROCHEMISTRY Plant:

Polymers = 168,270 tons/year, of which:

1. 1. Polypropylene (PP) = 90,870 tons/year;
   2. Polyethylene of high pressure (LDPE) = 77,400 tons/year;
2. In the presence of the shareholders representing 99.3737% of the share capital and 99.3737%

of the total voting rights, with 26,391,656,980 votes "for" representing 99.36915% of the share

capital and 99.995437% of the votes cast and 1,204,247 votes "against" representing 0.004534% of the share capital and 0.004563% of the casted votes, it is hereby approved the Company's

Investment Budget for 2023.

The total amount of Rompetrol Rafinare S.A. investment for 2023 will be 46,232,236 USD.

Article 6

In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of the total voting rights, with 26,391,656,980 votes "for" representing 99.36915% of the share capital and 99.995437% of the votes cast and 1,204,247 votes "against" representing 0.004534% of the share capital and 0.004563% of the casted votes, it is hereby approved the date of:

1. May 16, 2023, as Record Date, according to Article 87 (1) of Law No. 24/2017; and
2. May 15, 2023, as Ex-Date, the date from which the financial instruments are traded without the rights arising from the RRC' OGMS, according to Article 2 (2) item l) of Regulation No. 5/2018.

Article 7

In the presence of the shareholders representing 99.3737% of the share capital and 99.3737% of the total voting rights, with 26,391,656,980 votes "for" representing 99.36915% of the share capital and 99.995437% of the votes cast and 1,204,247 votes "against" representing 0.004534% of the share capital and 0.004563% of the casted votes, it is hereby approved the empowerment of Mr. Felix Crudu-Tesloveanu,as a member of the Board of Directors and General Manager, to conclude and/ or sign on behalf of the Company and/ or the shareholders of the Company the Resolution No. 1/2023 adopted by this OGMS and to carry out all legal formalities for registration, announcement, enforceability, execution, and publication of the adopted Resolution No. 1/2023, with the possibility of sub-mandatingthird parties."

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ROMPETROL RAFINARE SA

215 Năvodari Blvd. Administrative Building, 905700, Năvodari, ConstanțA, ROMANIA

fax: + (40) 241 506 930 | phone: + (40) 241 506 207 | email: [e-mail] www.rompetrol.com