Farmaceutica REMEDIA S A : DECISION 84 (project) – EGMS 02/03.03.2023

DECISION NO. …. of March 2nd/3rd 2023

of the Extraordinary General Meeting of Shareholders

Farmaceutica REMEDIA S.A.

J20/700/1991, CUI RO 2115198

(P R O J E C T)

Adopted today, 02/03.03.2023 at the headquarters of the company from Deva, N. Balcescu Blvd. no. 2, Hunedoara County.

The Extraordinary General Meeting of Shareholders was convened on the basis of the Decision of the Board of Administrators no. 396/25.01.2023. The notice of meeting was published in the Official Gazette of Romania part IV no. ..... from .......

Following the debate of the items on the agenda, the Extraordinary General Meeting of Shareholders decides, with the vote of the shareholders present and represented holding a number of .............. voting shares, representing ..............% of the total

number of voting shares in the share capital of Farmaceutica REMEDIA SA (total voting shares 95.480.820 representing 100% of the share capital of Farmaceutica REMEDIA S.A.), the following:

Art. 1. With a total of ………………… votes expressed, representing …… % of the share

capital, of which …………… votes IN FAVOR, …………. votes AGAINST and …………….

ABSTENTIONS, all votes being valid, the EGMS decides:

Approval of the extension for another 12 months of the period of use and validity of the credit facility granted to the Company by Banca Transilvania in the form of a Global Operating Ceiling in the amount of 74.600.000 lei and the increase up to 100.000.000 lei, with the approval of the establishment / maintenance of guarantees (receivables, stocks, real estate, blank promissory notes/guarantees) up to the limit requested by the bank, exceeding the limit of 20% of the total fixed assets, less receivables.

Art. 2. With a total of ………………… votes expressed, representing …… % of the share

capital, of which …………… votes IN FAVOR, …………. votes AGAINST and …………….

ABSTENTIONS, all votes being valid, the EGMS decides:

Empowerment of Mrs. Elena Codrean, member of the Board of Administrators of Farmaceutica REMEDIA SA to sign the credit contract(s) and any additional documents to the contract(s), as well as the mortgage and/or real estate contracts with the selected bank and any other documents required by the bank/banks/notary, necessary for the conclusion and execution of the credit contract(s).

Art. 3. With a total of ………………… votes expressed, representing …… % of the share

capital, of which …………… votes IN FAVOR, …………. votes AGAINST and …………….

ABSTENTIONS, all votes being valid, the EGMS decides:

Approval of the date of 22.03.2023 as the registration date, in compliance with the provisions of Art. 87 (1) of Law No. 24/2017.

Art. 4. With a total of ………………… votes expressed, representing …… % of the share

capital, of which …………… votes IN FAVOR, …………. votes AGAINST and …………….

ABSTENTIONS, all votes being valid, the EGMS decides:

Approval of the date of 21.03.2023 as ex-date, in compliance with the provisions of Art. 176 (1) from the FSA Regulation No. 5/2018 and Art. 2 (2) letter l from the FSA Regulation No. 5/2018.

Art. 5. With a total of ………………… votes expressed, representing …… % of the share

capital, of which …………… votes IN FAVOR, …………. votes AGAINST and …………….

ABSTENTIONS, all votes being valid, the EGMS decides:

Empowerment of the Board of Administrators to issue Decisions pursuant to Articles 1 and 2 of this decizison, to detail the operations for the extension and supplement of the credit facility granted to the Company by Banca Transilvania in the form of a Global Operating Ceiling, as well as the constitution/maintenance of the related guarantees and the granting of mandates for the signature of all documents issued following the Extraordinary General Meeting of Shareholders.

Art. 6. With a total of ………………… votes expressed, representing …… % of the share

capital, of which …………… votes IN FAVOR, …………. votes AGAINST and …………….

ABSTENTIONS, all votes being valid, the EGMS decides:

Empowerment of "TARUS" - Valentin-Norbert TARUS e.U., Chairman of the Board of Directors, represented by Mr. Valentin-Norbert TARUS, to sign the decision of the Extraordinary General Meeting of Shareholders and any other related documents.

The President of the Extraordinary General Meeting of the Shareholders

Secretary of the Extraordinary General Meeting of Shareholders