Societatea Nationala Nuclearelectrica : Current report regarding the resolution of the Ordinary General Meeting of SNN Shareholders 24.04.2017

Report date: 24.04.2017

Name of the issuing entity: Societatea Nationala NUCLEARELECTRICA S.A.

Registered office: 65, Polona street, District 1, Bucharest

Phone/fax number: 021-203.82.00 / 021 - 316.94.00

Sole Registration Code with the Trade Register Office: 10874881

Order number: J40/7403/1998

Subscribed and paid share capital: RON 3.015.138.510

Regulated market on which the issued securities are traded: Bucharest Stock Exchange

Societatea Nationala Nuclearelectrica S.A. ("SNN") informs its shareholders and investors that on 24.04.2017 the Ordinary General Meeting of Shareholders took place at Crowne Plaza Hotel, Transilvania meeting room ,starting 11:00.

Within the Ordinary General Meeting of Shareholders 6 provisional members were elected in the Board of Directors, the members proposed by the majority shareholder Ministry of Energy, for a 4- month provisional mandate, starting with 26.04.2017, until the completion of the selection procedure of administrators in compliance with OUG 109/2011 regarding the corporate governance of public enterprises with the subsequent amendtments. We hereby specify that Mr. Sebastian Tcaciuc was appointed through GMS Resolution no. 28/23.12.2013 and, therefore, his mandate will expire on 23.12.2017.

The current componence of SNN Board of Directors is as follows:

Within the OGMS the proposal of the BoD regarding the distribution of the net profit of the 2016 financial year on destinations, the total value of the gross dividend of 99.499.571 lei, the value of the gross dividend per share of 0,33 lei, payment date, namely June 28, 2017 and the payment methods were approved. SNN will issue for the information of its shareholders a current report regarding the payment of the dividends for 2016.

Regarding item 8 on the OGMS agenda, on the discharge of duty of the administrators, the majority shareholder the Ministry of Energy expressed an "abstention" vote so that no decision has been made regarding this item on the agenda given the fact that the majority of the expressed votes was abstention ( "abstention" votes: 248.831.159, votes "for": 34.176.351, votes "against": 125)

In this regard, the representative of the majority shareholder within the OGMS requested to be stated in the Minutes of the Meeting the following|:

• The fact that the abstention vote is motivated by the qualified opinion expressed by the independent auditor Baker Tilly Klitou and Partners SRL in the audit report on the 2016 individual and consolidated financial statements.

  • A decision "will be made in an upcoming general meeting, after the presentation of the Board of Directors, within the first meeting of shareholders, of the measures necessary to clarify the aspects highlighted by the independent auditor in the report on the 2016 financial statements and on the solutions".

    Both the financial auditor and SNN management indicated that the removal of the qualified opinion of the auditor depends in the future on the effective completion of Cernavoda NPP Units 3 and 4 project, project whose completion depends to a great extent on the decision- making process of the state authorities, and it does not depend in any way on the past, present and future administration act and/or management act, aspect that the majority shareholder is certainly aware of.

    Thus, the basis of the qualified opinion regarding Cernavoda NPP Units 3 and 4 may disappear in relation fo the future financial statemetns of the company to the extent to which Cernavoda NPP

    Units 3 and 4 Project is successfully implemented (establishement of the new project company, the merger of Energonuclear with the new project company and the contribution with the assets owned by SNN to the new project company), due to the fact that in this situation the assets will be attributed a contribution value, independently evaluated and recognized by the shareholders of the project company. The successful implementation of the project may be achieved with the direct support of the Romanian state.

    At the same time, in case Cernavoda NPP Units 3 and 4 project is not successfully implemented and/or is abandoned (situation which is currently nor applicable and undesirable) by SNN and by the Romanian State as promoters of the project, thus the respective assets will suffer a depreciation which will be adequately reflected in the financial statements, the new net value of which will be not able to create the premises for a qualification of the audit opinion.

    SNN prepares IFRS financial statements starting with 1998 (starting with 2013 the financial statements prepared in compliance with IFRS as approved by the European Union are the basis of the statutory accounting). The qualified opinion was maintened during this entire period, regardless of the management of the company who prepared the financial statements or of the auditor who expressed the relating opinion.

    Daniela Lulache, Director General Anexa

    Headquarters: 65 Polona street, District 1, 010494 Bucharest, registered with the Bucharest Trade Register Office under the number J40/7403/1998, sole registration code: RO 10874881

    Today, 24 April 2017, 11:00 o'clock, the shareholders of Societatea Nationala Nuclearelectrica S.A. (hereinafter called "The company" or "SNN") met within the Ordinary General Meeting of Shareholders (OGMS) of SNN, held at Hotel Crowne Plaza, Transilvania conference room, 1 Poligrafiei Avenue, Bucharest; the OGMS was opened by the President of the meeting, Mr. Alexandru Sandulescu, in his capacity of President of the Board of Directors.

    Taking into consideration:

    • The convening notice of the OGMS, published in the Official Gazette of Romania, Part IV, number 986 of 24.03.2017, in the, ˮRomania Libera" newspaper, number 7841 of 24.03.2017 and on the website of the Company;

    • The amended convening notice of the OGMS, published in the Official Gazette of Romania, Part IV, number 1212 dated 12.04.2017, in the ˮRomania Libera" newspaper, number 7854 of 12.04.2017 and on the website of the Company

    • The provisions of the effectual Articles of Incorporation of the Company;

    • Legal applicable provisions;

The President of the meeting records at the beginning of the meeting, that the OGMS is legal and statutory, 30 shareholders are present or represented, owning a total number of 283.006.808 shares, representing 93,86196% of the subscribed and paid up share capital, representing 93,86196% of the total voting rights. The requirement regarding quorum is met in accordance with the provisions of article 15 of the Articles of Incorporation and of article 112, paragraph 1 of the Company Law 31/1990 ("Law number 31/1990"). The President of the meeting acknowledges that the OGMS is statutory and legally convened and that it can adopt viable resolutions regarding the items on the agenda.

65 Polona Street, District 1, 010494, Bucharest, Romania; Tel +4021 203 82 00, Fax +4021 316 94 00; Trade Registry number: J40/7403/1998, Sole registration code: 10874881,

Paid and subscribed capital: 3.015.138.510 lei office@nuclearelectrica.ro, www.nuclearelectrica.ro