SC SIBE : Current report EGSM Resolutions

06deebbe-74bd-4a00-9d17-66ecc2b0ab5b.pdf To: FINANCIAL SUPERVISORY AUTHORITY SIBEX - SIBIU STOCK EXCHANGE Ref: Current report -EGSM resolutions

Current report according to	R.N.S.C. Regulation no. 1/2006 on issuers and operations with securities and Law no 297/2004 on capital market
Date of report	29.04.2016
Company Name	SIBEX - SIBIU STOCK EXCHANGE S.A.
Head Office:	Sibiu, 9-10, Piaţa Aurel Vlaicu, III rd floor
Phone/fax	+40269-211.799 / +40269-211.153
Fiscal Registration Code	RO6584502
Order Number at Trade Registry Office	J32/28/09.12.1994
Subscribed and paid up share capital	33.427.926 lei
Regulated market where issuer's securities are traded	the regulated spot market administered by SIBEX

Important events to report- Current report regarding the Extraordinary General Shareholders Meeting resolutions

In compliance with the stipulations of Regulation 1/2006 on issuers and operations with securities, respectively art. 113, letter A, letter c), we inform you that on April 28th 2016 the Extraordinary General Shareholders Meeting of SIBEX-SIBIU STOCK EXCHANGE took place, legally convened and having met the statutory quorum in Sibiu, the conference room of Hotel Golden Tulip Ana Tower, 2 Scoala de Inot street at the first convening date, in the presence of shareholders holding 16.214.015 shares, with the value of 16.214.015 lei, representing 48, 50% of SIBEX total share capital.

RESOLUTIONS OF SIBEX EXTRAORDINARY GENERAL SHAREHOLDERS MEETING DATED APRIL 28, 2016

Extraordinary General Shareholders Meeting of SIBEX-SIBIU STOCK EXCHANGE, having the fiscal code 6584502, Sibiu Trade Registry no. J32/28/1994, legally convened and having met the statutory quorum in Sibiu, 2 Scoala de Inot Street, in the conference room of Hotel Golden Tulip Ana Tower, on April 28, 2016, in the presence of shareholders holding 16.214.015 shares, with the value of 16.214.015 lei, representing 48,50% of SIBEX total share capital and 16.214.015 votes, considering the stipulations of CNVM Regulation no. 6/2009, subsequently amended and supplemented, of Law no. 31/1990, republished and subsequently amended and supplemented, of Law 297/2004, with unanimity/majority of the expressed votes by the present or represented shareholders, according with the minutes of the meeting, decided:

RESOLUTION NO. 1

With unanimity approves to amend the Articles of Incorporation, as follows:

1. Art. 25 shall be amended and read as follows: Art 25-(1) In order for the deliberations of the ordinary general shareholders meeting to be valid at the first convening date, the presence of the shareholders holding at least one quarter of the total voting rights is necessary. The resolutions of the ordinary general shareholders meeting will be approved with majority of the expressed votes.

2. In case the ordinary general shareholders meeting does not comply with the requirements mentioned at paragraph 1), the ordinary general shareholders meeting will be convened the next day, the shareholders can vote on the items included on the meeting agenda of the first convening date, no matter of the quorum, and the resolutions will be approved with the majority of the expressed votes.

3. In order to validate the deliberations of the extraordinary general shareholders meeting, the following actions must be fulfilled:

4. At the first convening date, the presence of the shareholders must represent at least one quarter of the total number of votes and the resolutions will be approved with majority of the votes held by the present or represented shareholders.

5. At the next convening dates, the presence of the shareholders representing at least one fifth of the total voting rights and the resolutions will be approved with majority of the votes held by the present or represented shareholders.

6. The decision to change the main object of activity of the company, to reduce or increase the share capital, to change the legal status, the merger, the division or the dissolution of the company will be approved with majority of at least two thirds of the voting rights held by the present or represented shareholders.

7. For the purposes of paragraph (1), paragraph (2) of the herein article, the "majority of the expressed votes" for each resolution adopted shall mean half plus one of the total expressed votes for the voting options "for" and "against". In case the resolution concerns a person elected from among several candidates for a particular position, or if the resolution refers to choosing one option from among several proposed ones, the concept "majority of the expressed votes" shall mean the number of votes exceeding the number of votes obtained by any of the other candidates, and/or respectively, the number of votes exceeding the number of votes obtained by any of the other proposed options.

8. For the purposes of paragraph (3), letter a) and b) of the herein article, the "majority of the votes", for each resolution adopted shall mean half plus one of the total votes held by the present or represented shareholders.

For	Against	Abstention
16.214.015	-	-

9. Paragraph (1) of article 27 shall be amended and read as follows: Art. 27 - (1) The company is managed by a Board of Directors composed of five members, natural persons, elected by the general shareholders meeting, in compliance with the stipulations of Law 31/1990 on companies, subsequently amended and supplemented and the stipulations of Law 297/2004 on capital market, with subsequent amendments and additions.

   For

   Against

   Abstention

   16.214.015

   -

   -

10. Article 40 shall be amended and read as follows:
Art. 40 - The auditing attributions are fulfilled by the internal audit and the financial audit. The internal audit is appointed by the Board of Directors and the financial audit is appointed by the general shareholders meeting and will have the following responsibilities:

1. Draft the annual report regarding the financial results of the Company, to which a copy will be attached from which it should result whether the financial situations present or not a fairly image of the Company's financial position, financial performance, etc.

2. Offer the company financial assistance and accounting support, in compliance with specific regulations and with the principles of independence, in accordance with the applicable law therein.

3. Carry out any other activities stipulated by law regarding the financial auditing activity as well as F.S.A. regulations applicable in this domain.

For	Against	Abstention
16.214.015	-	-

RESOLUTION NO. 2

With unanimity approves to initiate the negotiations with Bucharest Stock Exchange in view of a possible merger, where SIBEX would be the absorbed company

For	Against	Abstention
16.214.015	-	-

RESOLUTION NO. 3

With unanimity approves to empower the Board of Directors to take any necessary actions so as to finalize the negotiations with Bucharest Stock Exchange in view of a possible merger, including to provide the necessary information related to a "due diligence" process initiated by Bucharest Stock Exchange as acquiring company and divide into parts the expenses related to this process. The results of the negotiations will be presented within another General Shareholders Meeting

For	Against	Abstention
16.214.015	-	-

RESOLUTION NO. 4

With unanimity approves the date of 19.05.2016 as registration date (ex-date 18.05.2016) respectively identification date for the shareholders entitled to benefit from the Extraordinary General Shareholders Meeting resolutions, in compliance with the stipulations of art.238,

paragraph (1) of Law 297/2004 regarding the capital market, subsequently amended and supplemented.

For	Against	Abstention
16.214.015	-	-

RESOLUTION NO. 5

With unanimity approves to empower the Chairman of the Board of Directors, with the possibility to be replaced by the Vice-Chairman or any other Board Member, with the right to sign the resolutions of SIBEX Ordinary General Shareholders Meeting, adopted within the meeting, and carry out all the necessary actions stipulated by the legislation in force, in order to register, to ensure the publicity, the execution and the publication of the resolutions adopted, with the possibility to be replaced by the company's legal advisers for carrying out the actions with regard to the registration and publication of the adopted resolutions

For	Against	Abstention
16.214.015	-	-

RESOLUTION NO. 6

With the majority approves to grant a mandate to the Board of Directors in view of taking the necessary steps for drafting the Project for merger by absorption between Bucharest Stock Exchange (BVB) as absorbing Company and SIBEX-Sibiu Stock Exchange as absorbed Company, based on the financial results as of 31.12.2015 of each company involved. The Project will be submitted for approval to the shareholders of SIBEX-Sibiu Stock Exchange within the Extraordinary General Shareholders Meeting subsequently convened.

For	Against	Abstention
16.214.005	10	-

RESOLUTION NO. 7

With the majority approves to set a period of 120 calendar days from the date of the present Extraordinary General Shareholders Meeting so as to draft and submit the merger Project to the Trade Registry Office in view of being published into the Official Journal of Romania.

For	Against	Abstention
16.214.005	10	-

RESOLUTION NO. 8