by Nuclearelectrica

10/04/2019

Amended convening notice for SNN General Ordinary and Extraordinary Meeting of Shareholders scheduled for 10.04.2019

Convening notice for SNN General Ordinary and Extraordinary Meeting of Shareholders scheduled for 10.04.2019

Regulation regarding the Organization and Performance of the General Meetings of Shareholders of SNN-updated in December 2018 by the Decision of the Board of Directors no. 231/18.12.2018

Ordinary General Meeting of Shareholders

Item 2.1 The approval of the financial and non-financial performance indicators that will constitute the annex to the mandate contract of the non-executive directors, as proposed in Annexes 3.1 and 3.2 to the Additional Act.

Annex 3.1

Annex 3.2

Item 2.2 Approval of the financial and non-financial performance indicators that will form the annex to the mandate contract of non-executive directors

Item 3: Approval of the equivalent value corresponding to the annual variable component of the remuneration of non-executive directors of the company, amounting to 12 monthly fixed allowances

Management Plan 2019-2022 (summary)

Performance indicators for the non-executive directors of S.N. Nuclearelectrica S.A. during the term of the contract of mandate

Quarterly performance indicators for the non-executive directors of S.N. Nuclearelectrica S.A. during the term of the contract of mandate

Item 4.1 Approval of the form of the addendum to be concluded to the mandate contract of the company’s non-executive directors, in the form proposed by the Ministry of Energy.

Addendum form

Annex 3.1

Annex 3.2

Item 4.2 Approval of the form of the addendum to be concluded to the mandate contract of the company’s non-executive directors

Item 5.1 Approval of the financial and non-financial performance indicators that will form the annex to the mandate contract of executive directors, in the form proposed in Appendix 3.1 and 3.2.

Annex 3.1

Annex 3.2

Item 5.2 Approval of the financial and non-financial performance indicators that will form the annex to the mandate contract of executive directors

Performance indicators for the executive director of S.N. Nuclearelectrica S.A during the term of the contract of mandate

Quarterly performance indicators for the executive director of S.N. Nuclearelectrica S.A. during the term of the contract of mandate

Item 6.1 Approval of the form of the addendum to be concluded to the mandate contract of the company’s executive directors in the form proposed by the Ministry of Energy.

Addendum form

Annex 3.1

Annex 3.2

Item 6.2 Approval of the form of the addendum to be concluded to the mandate contract of the company’s executive directors

Item 8.1 Approval of the general limits of the remuneration of the executive manager

Item 8.2 Approval of the general limits of the monthly variable component of the company’s managers’ remuneration between two and three times the fixed gross monthly indemnization.

Item 9: Information on the transactions concluded by the directors or the managers, with employees, with shareholders holding the control over the company or a company controlled by them, pursuant to art. 52, par. (3) letter a) of OUG [Government Emergency Ordinance] no. 109/2011, as subsequently amended and supplemented, during the period October 2nd, 2018 – January 31st, 2019

Item 10: Information on the transactions concluded by the directors or the managers, with employees, with shareholders holding the control over the company or a company controlled by them, pursuant to art. 52, par. (3) letter b) of OUG no. 109/2011, as subsequently amended and supplemented, during the period October 2nd, 2018 – January 31st, 2019.

Extraordinary General Meeting of Shareholders

Item 2: Approval of the Preliminary Form on Investors Agreement on Units 3 and 4 at Cernavoda CNE concluded between China General Nuclear Power Corporation and CGN Central and Eastern Europe Investment (RO) CO.S.A. and Nuclearelectrica SA National Company

Non-disclosure agreement for the access to the Investors’ Agreement, the document that supported the presentation note

Item 5.1 Approval of the proposals to amend the Company’s Articles of Incorporation submitted by the Ministry of Energy, majority shareholder, Annex to this Convening Notice.

Item 5.2 Approval of the proposals to amend the Company’s Articles of Incorporation submitted under the Annex to this Convening Notice. The Annex is an integral part of this Convening Notice.