Current report after GSM Alum 12.09.2025

I. On September, 2025 took place the Ordinary General Meeting of Shareholders of Alum S.A.

 

It was attended by the following shareholders:

- ALRO SA, holding 81,595,860 shares, representing 99.4026% of the share capital, all the votes corresponding to the shares owned by this shareholder being exercised via correspondence;

- Crețu Nicoleta, holding 40 shares, representing less than 0.00005% of the share capital.

 

The shareholders who were present in the Ordinary General Meeting (directly or votes expressed by correspondence) hold shares amounting to 99.4027% of the share capital. The meeting was conducted by Mrs. Duralia Mihaela, member of Board of Directors and empowered person by the Alum’s Chairman of Board of Directors.

 

The following decisions have been made:

1. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being secretly expressed and valid, it is hereby appointed as financial auditor for a one year mandate, respective, from 12 September 2025 until 12 September 2026, the Company LIVICONT AUDIT SRL, having its headquarters in Tulcea, no. 103 Păcii Street, room 4, block M2, entrance A, 3rd floor, flat 41, Tulcea county, registered with the Trade Registry under no. J36/127/2017, Sole Registration Code 37231586.

2. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively  99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is approved to authorize the General Manager and the Financial Manager of Alum S.A. Tulcea to sign the contract with the financial auditor appointed by the Shareholders’ General Ordinary Meeting.

3. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved to empower Mrs. Feodorof Mariana to comply with all the formalities for the registration of the Ordinary General Meeting of Shareholders’ decision.

4. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved the date of  15 October 2025 as registration date, for the opposability of the decisions of the Ordinary General Meeting of Shareholders, in accordance with the provisions of art. 87 in Law no. 24/2017 regarding the issuers of the financial instruments and market operations.

5. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved the date of  14 October 2025 as ex date, in accordance with the provisions of art. 187 point 11 from the Regulation 5/2018 regarding the issuers of the financial instruments and market operations, issued by the Financial Supervisory Authority.

 

 

II. On September 12, 2025 took place the Extraordinary General Meeting of Shareholders of ALUM S.A

 

It was attended by the following shareholders:

- ALRO SA, holding 81,595,860 shares, representing 99.4026% of the share capital, all the votes corresponding to the shares owned by this shareholder being exercised via correspondence;

- Crețu Nicoleta, holding 40 shares, representing less than 0.00005% of the share capital;

 

The shareholders who were present in the Extraordinary General Meeting (directly or votes expressed by correspondence) hold shares amounting to 99.4027% of the share capital. The meeting was conducted by Mrs. Duralia Mihaela, member of Board of Directors and empowered person by the Alum’s Chairman of Board of Directors.

 

The following decisions have been made:

1. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved the amendment of the art. 18 paragraph (2) from the Articles of Incorporation of the Company following to the appointment of the financial auditor by the Ordinary General Meeting of the Shareholders, as follows: 

“(2) The financial auditor appointed by the Decision of the Ordinary General Meeting of Shareholders is Company LIVICONT AUDIT SRL, having its headquarters in Tulcea, no. 103 Păcii Street, room 4, block M2, entrance A, 3rd floor, flat 41, Tulcea county, registered with the Trade Registry under no. J36/127/2017, Sole Registration Code 37231586”.

2. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved to empower Mrs. Feodorof Mariana to comply with all the formalities for the registration of the Extraordinary General Meeting of Shareholders’ decision including for signing the Company’s Articles of Incorporation, as amended according to the decision taken by the Extraordinary General Meeting of Shareholders.

3. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved the date of  15 October 2025 as registration date, for the opposability of the decisions of the Ordinary General Meeting of Shareholders, in accordance with the provisions of art. 87 in Law no. 24/2017 regarding the issuers of the financial instruments and market operations.

4. By a number of 81,595,900 total votes expressed, accounting for 81,595,900 shares, respectively 99.4027% of the total share capital, out of which 81,595,900 votes in favour, accounting 100% of the share capital represented for in the meeting, respectively 100% from the votes expressed, all the cast votes being valid, it is hereby approved the date of  14 October 2025 as ex date, in accordance with the provisions of art. 187 point 11 from the Regulation 5/2018 regarding the issuers of the financial instruments and market operations, issued by the Financial Supervisory Authority.

 

 

Chairman of the Board of Directors                                       General Manager

Genoveva Năstase                                                               Gigi Pîrlog

(empowered person Duralia Mihaela)