CONVOCATION

The Chairman of the Administration Board of ROMAQUA GROUP S.A. with headquarters in Borsec, Carpati Street no. 46, Harghita County, registered under no. J2008000297192, CIF RO402911, convenes the Extraordinary General Meeting of Shareholders, on 18.11.2025, 09.00, via videoconference organized at the main headquarters and all the company’s branch offices, with the following AGENDA:

  1. Approval of the amendment to the Constitutive Act of ROMAQUA GROUP SA (art.16.1), by increasing the number of members of the Administration Board from 7 to 9 members. The proposed text is the following:

               16.1. The joint stock company is managed by the Administration Board composed of 9 directors, of which a President and a Vice President are nominally elected by the General Meeting of Shareholders.

  1. Approval of the amendment of art. 17.6 of the Constitutive Act, in order to bring it into line with the provisions of Art.153^22 of Law 31/1990. The proposed text is the following:

               17.6 – The Administration Board will be able to conclude legal acts in the name and on behalf of the company, through which to acquire assets for it or to alienate, lease, exchange or provide as collateral assets in the company’s assets, the value of which exceeds half of the accounting value of the company’s assets on the date of conclusion of the legal act, only with the approval of the general meeting of shareholders, given under the conditions of art. 115 of Law 31/1990.

3.Various.

In case of non-meeting of the quorum required by law and the articles of incorporation, the Extraordinary General Meeting of Shareholders will be held on 19.11.2025, at 09.00 a.m., in videoconference mode organized at the main headquarters and at all the headquarters of the company’s branches, with the same agenda.

Shareholders registered in the Register of Shareholders of ROMAQUA GROUP SA on the reference date 18.10.2025 may participate in the EGMS.

The shareholders may participate and vote in the EGMS also by proxy, based on a power of attorney granted for the respective general meeting, in which case the proxies will be submitted in original 48 hours before the meeting and will be retained with the company.

 

PRESIDENT OF THE ADMINISTRATION BOARD OF ROMAQUA GROUP

Octavian Cretu