Compa S A : Notice of O&EGSM 28/29.04.2022

To

FINANCIAL SUPERVISORY AUTHORITY	- Financial Instruments and Investments Sector
BUCHAREST STOCK EXCHANGE	- Regulated market

CURRENT REPORT

According to FSA Regulation no. 5/2018 on issuers and operations with securities

Report date:	March 10th, 2022
Name of the issuing company:	COMPA S.A. Sibiu
Social headquarters:	Sibiu, No.8, Henri Coandă Street, Postal Code 550234
Phone/fax number:	[phone]; + 40269 237 770
VAT no :	RO 788767
Order Number in the Trade Register:	J32 / 129 / 1991
Share capital:	RON 21.882.103,8

Regulated market on which the issued securities are traded: Bucharest Stock Exchange - Standard Category (symbol

CMP)
LEI Code	315700EXV87GJDVUUA14

IMPORTANT EVENTS TO BE REPORTED

Listing of important events that have occurred in connection with the company and may have, currently have or will have a significant impact on the price of securities or on securities holders.

Such important events, without limitation, are:

…

1. Other events

According to the Regulation 5/2018 on issuers and operation with securities and to the Law 24/2017 on issuers of financial instruments and market operations, shareholders and investors are informed about decision no. 35 art. 1, 2 and 3 of 10.03.2022 of the Board of Directors of COMPA S.A. by which it was unanimously decided to convene the Ordinary General Meeting and the Extraordinary General Meeting of Shareholders for the date of 28 / 29.04.2022, having the reference date of 12.04.2022.

In the link below, as well as on the website www.compa.ro, the convening notice for OGMS and EGMS is available.

Chairman Board of Directors and CEO,	Vice president Board of Directors,
Ioan DEAC	Ioan MICLEA

Registered at the Trade Register Office under NOo	Bank accounts ING BANK Sibiu:	Bank accounts BRD suc. Sibiu:
J 32/129/1991	RO60INGB0015000041108911 / RON	RO24 BRDE 330 SV 021 97 82 3300	/ RON
Fiscal code (VAT): RO 788767	RO09INGB0015000041100711 / EUR	RO69 BRDE 330 SV 016 67 30 3300	/ EUR
RO18 BRDE 330 SV 017 96 70 3300	/ USD
Cod SICOMEX: 100555; Cod SIRUES: 0778437

COMPA 36-4-1009;A4; f;ed.n/2017

150/10.03.2022

CONVENING NOTICE

The Board of Directors of COMPA S.A., headquartered in Sibiu, No.8, Henri Coandă Street, registered at the Trade Register Office under no. J32/129/1990, sole registration code RO 788767, gathered in the meeting from March 10th 2022, according to the provisions of art. 117 of Law 31/1990 on companies, art. 92 of Law 24/ 2017 on issuers of financial instruments and market operations, art. 186 and 187 of FSA Regulation no. 5/2018, on issuers and operations with securities and pursuant to the Articles of association of COMPA SA, as well as the other applicable legal provisions,

Convenes:

GENERAL MEETING OF SHAREHODERS ("OGMS") AND

EXTRAORDINARY GENERAL MEETING OF SHAREHODERS ("EGMS")

for 28.04.2021, starting at 15:00 (Romanian local time) the Ordinary General Meeting of Sharehoders and for 28.04.2021, starting at 16:00 (Romanian local time) the Extraordinary General Meeting of Sharehoders, at the company's headquarters in Sibiu, 8, Henri Coanda str., Sibiu county, for all shareholders registered in the Company's Shareholders' Register kept by Central Depository S.A. at the end of the day of April 12th 2022, set as reference date for holding both OGMS and EGMS.

In case that on the aforementioned date the quorum requirements stipulated in the Law no. 31/1990 and the Company's Articles of Association are not met, it is convened and fixed according to art. 118 of the Law no.31/1990 the second Ordinary General Meeting of Shareholders and Extraordinary General Meeting of Shareholders for April 29th 2022, at the same address, at the same hours, with the same agenda and reference date.

THE ORDINARY GENERAL MEETING OF SHAREHODERS' AGENDA ("OGMS")

1. The election of the secretary of the meeting of the Ordinary General Meeting of Shareholders from among the present shareholders.
2. The presentation, discussion and approval of individual and consolidated financial statements for 2021, elaborated in accordance with the International Standards for Financial Reporting and based on the

reports of the Board of Directors accompanied by the report of the Financial Auditor.

Registered at the Trade Register Office under NOo	Bank accounts ING BANK Sibiu:	Bank accounts BRD suc. Sibiu:
J 32/129/1991	RO60INGB0015000041108911 / RON	RO24 BRDE 330 SV 021 97 82 3300	/ RON
Fiscal code (VAT): RO 788767	RO09INGB0015000041100711 / EUR	RO69 BRDE 330 SV 016 67 30 3300	/ EUR
RO18 BRDE 330 SV 017 96 70 3300	/ USD
Cod SICOMEX: 100555; Cod SIRUES: 0778437

COMPA 36-4-1009;A4; f;ed.n/2017

1. Approval of the proposal of the Board of Directors for the distribution of the net profit for the financial year 2021, in amount of 15.058.967,18 lei as follows:
   -for own development sources - the value of 12.032.117,85 lei
2. • For according dividens to the shareholders - the value of 3.026.849,33 lei with a gross dividend/ share in amount of 0,0143 lei.
3. Approval of the date of June 14th, 2022, as the date of payment for the payment of dividends. The payment of dividends will be made in RON. The method of payment of dividends will be notified to the shareholders before the date of starting the payment. Dividend expenses are borne by shareholders.
4. Pronouncing on the management of the Board and approving the discharge of administrators from their duties for year 2021 based on the submitted reports.
5. Presentation, debate and approval of the Revenues and Expenses Budget for 2021 and the investment plan for 2021.
6. Fixing and approving of due remuneration for the Board members for the current year.
7. Appointment of the external financial auditor Audit Cont S.R.L. in order to perform the Statutory Audit for 2022.
8. Approval of May 20th, 2021, as the Registration Date for the shareholders identification falling under the consequences of the General Ordinary Meeting of Shareholders, due to the provisions in Art.86(1), Law 24/2017 on issuers of financial instruments and market operations and approval of May 19th, 2021 as ex- date, according to Art. 176(1) from FSA Regulation no.5 / 2018.
9. Empowering of individuals that will perform the publication and recording formalities of the GMS session decisions, including their signing.

THE EXTRAORDINARY GENERAL MEETING OF SHAREHODERS' AGENDA ("EGMS")

1. The election of the secretary of the meeting of the Extraordinary General Meeting of Shareholders from among the present shareholders.
2. Approval of contracting and / or extension for the year 2022 and the year 2023 until the annual EGMS of investment loans, credit lines, leasing, letters of bank warantee, and other financial banking products,

Registered at the Trade Register Office under NOo	Bank accounts ING BANK Sibiu:	Bank accounts BRD suc. Sibiu:
J 32/129/1991	RO60INGB0015000041108911 / RON	RO24 BRDE 330 SV 021 97 82 3300	/ RON
Fiscal code (VAT): RO 788767	RO09INGB0015000041100711 / EUR	RO69 BRDE 330 SV 016 67 30 3300	/ EUR
RO18 BRDE 330 SV 017 96 70 3300	/ USD
Cod SICOMEX: 100555; Cod SIRUES: 0778437

COMPA 36-4-1009;A4; f;ed.n/2017

with a total cumulative ceiling of 40 EUR million and establishing security interests related to movable and immovable property owned by the Company.

1. Delegation of the Board of Directors by the Extraordinary General Meeting of Shareholders from de date of this decision until the next Extraordinary General Meeting in April 2023 to commit and/or extend investment loans, credit lines, leasing assignments, letters of guarantee and other financial banking products, within the maximum cumulative total of 40 million euro approved at point 2, as well as to constitute movable and immovable warantees related to assets of the company's patrimony.
2. The empowerment of persons to represent the Company when negotiating and signing of credit contracts, guarantee contracts and any other documents needed in order to comply with the decisions stipulated in paragraphs 2 and 3.
3. Delegation of the Board of Directors by the General Extraordinary Meeting of Shareholders for appointing the company's legal representative of Compa S.A. in relation to the Management Authority/funding authorities and to empower the person / persons designated to sign in the name and on behalf the Company, the financing contracts for projects to be carried out starting in 2022 and onwards until the next E.G.M.S from April 2023.
4. The empowerment of persons to sign in the name and on behalf of the Company, the contract with the financial auditor, appointed according to the decision no. 8 of OGMS.
5. Ratification of the decision of the Board of Directors no. 115 / 12.11.2021 art. 10 approving the supplementation of the loan ceiling in the amount of 8,000,000 euros approved according to the EGMS decision no. 7 /12.11.2020 for the development by the affiliated company Arini Hospitality SRL of the Mercure Sibiu Park Arini & Ibis Styles Sibiu Park Arini Hotel Project, with the amount of 1,500,000 euros, of which the amount of 3,800,000 lei will be a short-term loan of revolving type for financing the VAT related to the investment, and the amount of 700,000 euros will supplement the investment credit in the amount of 8,000,000 euros.
6. Ratification of the decision of the Board of Directors no. 115 / 12.11.2021 art. 11 approving the waranting of the additional loan amounting to 1,500,000 euros to be contracted by Arini Hospitality SRL with movable and immovable property from the patrimony of the affiliated company Arini Hospitality SRL, including the real estate registered in the Sibiu land book no. 131805.
7. Ratification of the decision of the Board of Directors no. 115 / 12.11.2021 art. 12 approving the waranting by Compa SA, of the additional loan amounting to 1,500,000 euros that will be contracted by Arini Hospitality SRL, either as a warantor or as a co-debtor, in case the financing banks will request

this.

Registered at the Trade Register Office under NOo	Bank accounts ING BANK Sibiu:	Bank accounts BRD suc. Sibiu:
J 32/129/1991	RO60INGB0015000041108911 / RON	RO24 BRDE 330 SV 021 97 82 3300	/ RON
Fiscal code (VAT): RO 788767	RO09INGB0015000041100711 / EUR	RO69 BRDE 330 SV 016 67 30 3300	/ EUR
RO18 BRDE 330 SV 017 96 70 3300	/ USD
Cod SICOMEX: 100555; Cod SIRUES: 0778437

COMPA 36-4-1009;A4; f;ed.n/2017

1. Ratification of the decision of the Board of Directors no. 115 / 12.11.2021 art. 13 approving the warantee of the loan that will be contracted by Arini Hospitality SRL for the financing of the state aid, approved according to the EGMS decision no. 80 art. 4 / 09.09.2021, with movable and immovable property from the patrimony of the affiliated company Arini Hospitality SRL, including the real estate registered in the Sibiu land book no. 131805.
2. Approval of May 20th, 2022, as the Registration Date for the shareholders identification falling under the consequences of the General Extraordinary Meeting of Shareholders, due to the provisions in Art.86(1), Law 24/2017 on issuers of financial instruments and market operations and approval of May 19th, 2021 as ex-date, according to Art. 176(1) from FSA Regulation no.5 / 2018.
3. Empowering of individuals that will perform the publication and recording formalities of the GMS session decisions, including their signing.

***

Rights of the Shareholders

• Shareholders' proposals concerning OGMS/EGMS

One or more shareholders representing, individually or together, at least 5% of the share capital has/have the right:

1. to introduce items on the agenda of the general meeting, provided that each item is accompanied by a justification, or a draft decision proposed for approval in the general meeting;
2. to present draft decisions for the items included or proposed to be included on the agenda of the general meeting.
   The shareholders' proposals will be formulated in writing and will be sent together with the documents certifying the fulfillment of the conditions for exercising these rights:
3. • either in the form of a handwritten signed document, in original, sent by any form of courier or deposited, at the company's headquarters located in Sibiu, Str. Henri Coandă, no. 8, Sibiu County, in a sealed envelope, with the reference written in clear script: "FOR COMPA SA OGMS/EGMS OF 28/29.04.2022"
   • or in the form of an electronically signed document with an extended electronic signature, according to Law no. 455/2001 on electronic signature - by e-mail - to the address [e-mail] in the subject line: "FOR COMPA SA OGMS/EGMS OF 28/29.04.2022",

so as to reach the company until 01.04.2022 at 14:00 (Romanian local time), under the sanction of losing the exercise of these rights, according to the legal provisions.

Registered at the Trade Register Office under NOo	Bank accounts ING BANK Sibiu:	Bank accounts BRD suc. Sibiu:
J 32/129/1991	RO60INGB0015000041108911 / RON	RO24 BRDE 330 SV 021 97 82 3300	/ RON
Fiscal code (VAT): RO 788767	RO09INGB0015000041100711 / EUR	RO69 BRDE 330 SV 016 67 30 3300	/ EUR
RO18 BRDE 330 SV 017 96 70 3300	/ USD
Cod SICOMEX: 100555; Cod SIRUES: 0778437

COMPA 36-4-1009;A4; f;ed.n/2017