ESTAR (EST): Announcement - raport 11

Raport bieżący nr 11/2017

Podstawa Prawna:
ENEFI Energy Efficiency Plc. (the “Company”) hereby notifies its reputable Investors that the

National Bank of Hungary has called the Company on the phone in relation with the agenda of the

following general meeting of the Company to be held on 27/02/2017 instead of 16/02/2017 due to the

absence of a quorum.

The Board of Directors of the Company discussed and answered the questions forthwith in writing.

Considering that the official inquiry related to the general meeting may be of interest to the

shareholders, the Company hereby publicly announces its standpoint.

The Board of Directors informed the National Bank of Hungary that it shall not be able and shall not

intend to cancel the following item and proposals for resolutions from the agenda of the following

general meeting of the Company.

Agenda item 2:

Sale of 100% business share of E-Star CDR srl and the claims of the corporate group against E-Star CDR srl for at

least the total amount of HUF two billion five hundred million and a conclusion of an out of court agreement with

the Municipality of Gheorgheni for at least the amount of HUF two billion five hundred million.

Resolution Proposals:

1: The general meeting shall decide that it authorises the Board of Directors of the Company to commence and

conduct negotiations with potential emptors in the subject of the sale of 100% business share of E-Star CDR srl

operating the last Romanian project of the corporate group and the claims of the corporate group against E-Star

CDR srl. The future sale price to the emptor shall not be less than the total amount of HUF two billion five hundred

million (business share and claims). The general meeting shall approve in advance now for the potential sale of the

business share of E-Star CDR Kft. and its claims against E-Star CDR Kft., however it shall not support any

purchase price below HUF two billion five hundred million, therefore it shall prohibit the Board of Directors of the

Company to sell the 100% business share of E-Star CDR srl and the claims of the corporate group against E-Star

CDR srl below HUF two billion five hundred million. After making the present decision, the approval for the

amount of HUF two billion five hundred million shall be increased by 20% compound interest annually.

2: The general meeting shall decide to authorise the Board of Directors of the Company that E-Star CDR srl

operating the last Romanian project of the corporate group shall conduct negotiations with the Municipality of

Gheorgheni in order to reach an out of court agreement and in case of a potential agreement and the payment of

HUF two billion five hundred million consideration undertaken by the Municipality, it shall rescind from future

lawsuits, however it shall not support any out of court agreement below HUF two billion five hundred million

therefore it shall prohibit the Board of Directors of the Company to conclude any agreement on E-Star CDR srl

As it is known from the previous announcement of the Company, the above item on the agenda and

proposals for resolutions were submitted as proposals of shareholders. Considering the above, the

Board of Directors does not see any reason for not presenting them to the general meeting for

discussion.

The Company requested written information from the National Bank of Hungary how the above

economic and corporate law issue has come into the focus of investigation of the National Bank of

Hungary.