Romgaz S Regulatory News (SNGR)

CURRENT REPORT

In compliance with Law no. 24/2017 regarding Issuers of Financial Instruments and Market Operations and A.S.F. Regulation no. 5/2018

Report date: July 9, 2021

Company name: Societatea Nationala de Gaze Naturale ROMGAZ S.A.

Address: Medias, 4 Constantin I. Motas Square, Sibiu County - Romania, 551130

Phone/fax no: 004-0374-401020 / 004-0269-846901

Fiscal Code: RO14056826

LEI Code: 2549009R7KJ38D9RW354

Trade Register registration number: J32/392/2001

Subscribed and paid in share capital: 385,422,400 RON

Regulated market where the issued securities are traded: Bucharest Stock Exchange (BVB), London Stock Exchange (LSE)

Significant events to be reported:

· Resolution of the Ordinary General Meeting of Shareholders of S.N.G.N. ROMGAZ S.A. of July 9, 2021 (OGMS);

· Approval of the extension of the mandate term for S.N.G.N. ROMGAZ S.A. Board of Directors by two (2) months as from the expiration date. S.N.G.N. ROMGAZ S.A. S.N.G.N. ROMGAZ S.A. BoD members were elected in the OGMS meeting held on March 11, 2021, mandate term being set at four (4) months.

The quorum conditions for the OGMS have been fulfilled according to the provisions of Article 15, paragraph 12 from S.N.G.N. ROMGAZ S.A. Articles of Incorporation and of Article 112, paragraph 1 from the Company Law no.31/1990.

Attached: Resolution no. 5 of the Ordinary General Meeting of Shareholders of S.N.G.N. ROMGAZ S.A. on July 9, 2021

Chief Executive Officer,

Aristotel Marius JUDE

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RESOLUTION NO. 5/July 9, 2021

of the Ordinary General Meeting of Shareholders

Societatea Nationala de Gaze Naturale "ROMGAZ" - S.A.

Registered office: Medias, 4 Constantin Motas square, Sibiu County, Romania, registered with the Trade Register Office attached to Sibiu Law Court under no. J32/392/2001, fiscal code RO 14056826

The Ordinary General Meeting of Shareholders of Societatea Nationala de Gaze Naturale "ROMGAZ" - S.A joined in the meeting, at its first convening, of July 9, 2021, 1:00 pm (Romania time) at the S.N.G.N. ROMGAZ S.A. working point located in Bucharest, Sector 1, 59 Grigore Alexandrescu Street, 5th floor, issues the following:

R E S O L U T I O N

Article 1

Approves the extension of the mandate term for Societatea Nationala de Gaze Naturale ROMGAZ SA Board of Directors by two months from the expiration date, in compliance with the provisions of article 64¹, paragraph (5) GEO No. 109/2011 on corporate governance of public enterprises.

The resolution was approved with 277,817,628 votes representing 72.0813% from the sharecapital and 86.1234% from the total votes validly casted.

Article 2

Approves the template of the addendum to the contract of mandate that extends by two months the mandate term of Board members, according to the annex.

The resolution was approved with 277,817,628 votes representing 72.0813% from the sharecapital and 86.1234% from the total votes validly casted.

Article 3

Mandates the representative of the majority shareholder, the Ministry of Energy, to sign the addenda extending the term of Societatea Nationala de Gaze Naturale ROMGAZ SA Board of Directors contracts of mandate.

The resolution was approved with 277,817,628 votes representing 72.0813% from the sharecapital and 86.1234% from the total votes validly casted.

Article 4

Authorises the Chairperson and the Secretary of the meeting to sign the resolution of the Ordinary General Meeting of Shareholders.

The resolution was approved with 302,396,758 votes representing 78.4585% from the sharecapital and 93.7430% from the total votes validly casted.

This document was drafted on July 9, 2021, in 4 (four) copies.

CHAIRMAN OF THE MEETING

DAN DRAGOS DRAGAN

SECRETARY OF THE MEETING

CATALINA CARMEN CIOBANU

ANNEX

ADDENDUM NO _________ TO THE CONTRACT OF MANDATE NO _____________

Made between:

Societatea Națională de Gaze Naturale ROMGAZ SA, a company managed in an one-tier system, having its headquarters at Medias, 4 Constantin Motas Square, Sibiu County, registered with the Trade Register Office of Sibiu Court under number J32/392/2001, fiscal code RO 14056826, IBAN Code RO08 RNCB 0231 0195 2533 0001 opened at BCR Medias, represented by Mr. ___________________, as principle ("The Company"),

and

Mr/Mrs __________________, born on ________ in _____________________, County __________, resident in __________________, street _______, no____ , building______, apartment ______, County _______________, identified by ID series ____ no. _____, issued by________________, on______, personal identification number______________, as member of the Board of the Directors ("Board Member").

Whereas:

- The provisions of Article 64^1, paragraph 5 of Government Emergency Ordinance no. 109/2011 on corporate governance of public enterprises;

- The provisions of Article ________ of SNGN ROMGAZ SA Ordinary General Meeting of Shareholders Resolution no. ________, approving the extension of the interim directors' mandate for Mr./Mrs. _________________ ;

- Contract of Mandate no. _____________concluded between the Company and the Board Member;

The Company and the Board Member mutually agree to the following:

Sole Article

The term of the Contract of Mandate no.___________ is extended by 2 (two) months starting with ______________ until __________.

This Addendum is concluded on ______________ in 2 (two) original copies, each Party declaring that it has received one copy upon signing.

The Company, by Board Member

______________________ __________________