agreed-upon procedures engagement

4
KPMG KPMG Audit SRL Victoria Business Park DN1, Soseaua Bucuresti-Ploiesti, nr.69-71 Sector 1 Tel: + 40(21)201 22 22 + 409372)377 800 Facsimile: +40(21) 201 22 11 +40 (372)377 700 www.kpmg.ro Agreed-upon Procedures Engagement To, CONPET S.A. shareholders Pursuant to out letter of engagement, we were instructed and we performed the procedures described below regarding the transactions concluded and reported to CNVM by CONPET S.A. ("the Company") with the trade companies to which it holds shares in the share capital or they are persons involved under Law 297/2004. The agreed procedures have been performed in compliance with the International Standard on Related Services (ISRS) 4400, "Missions on agreed - upon procedures regarding financial information". These procedures were performed in orderto analyze the transactions reported by the Company in the current report nO.14/2015 dated 06.08.2015 ("Annex 1"), prepared as per CNVM Regulation number 112006 and Article 225 of Law 297/2004, and in order to check whether the price, corroborated with the rights and obligations undertaken by the parties is correct, by reference to the other offers existing on the market, and they are presented below: 1. Obtaining information on the identification of the trade companies to which the Company holds shares in the share capital or they are involved persons, by means of discussions with the representatives of the Company's management and by reading the above - mentioned report. 2. Discussions with the representatives of the Company's management regarding the nature of services and products traded during January 1, 2015 - June 30, 2015 with the National Rail Freight Company "CFR MARFA" S.A. BUCURESTI. 3. Obtaining information and the corresponding support documents based on which the trades mentioned at Annex 1 were performed (i.e. contracts, invoices). 4. For each domain of activity covered by the National Rail Freight Company "CFR MARFA" S.A. BUCURESTI we analyzed the partner selection decision and checked whether the transactions performed are in accordance with the threshold documents. 5. For the transactions performed during January 1,2015 - June 30, 2015 performed based on a framework contract concluded in the previous period, we have analyzed whether these transactions observed the terms and conditions stipulated in the framework contract.

Upload: others

Post on 30-Jan-2022

13 views

Category:

Documents


0 download

TRANSCRIPT

KPMG KPMG Audit SRLVictoria Business ParkDN1, Soseaua Bucuresti-Ploiesti, nr.69-71Sector 1

Tel: + 40(21)201 22 22+ 409372)377 800

Facsimile: +40(21) 201 22 11+40 (372)377 700

www.kpmg.ro

Agreed-upon Procedures Engagement

To,CONPET S.A. shareholders

Pursuant to out letter of engagement, we were instructed and we performed the proceduresdescribed below regarding the transactions concluded and reported to CNVM by CONPET S.A.("the Company") with the trade companies to which it holds shares in the share capital or they arepersons involved under Law 297/2004. The agreed procedures have been performed in compliancewith the International Standard on Related Services (ISRS) 4400, "Missions on agreed - uponprocedures regarding financial information". These procedures were performed in orderto analyzethe transactions reported by the Company in the current report nO.14/2015 dated 06.08.2015("Annex 1"), prepared as per CNVM Regulation number 112006 and Article 225 of Law 297/2004,and in order to check whether the price, corroborated with the rights and obligations undertakenby the parties is correct, by reference to the other offers existing on the market, and they arepresented below:

1. Obtaining information on the identification of the trade companies to which the Companyholds shares in the share capital or they are involved persons, by means of discussions withthe representatives of the Company's management and by reading the above - mentionedreport.

2. Discussions with the representatives of the Company's management regarding the natureof services and products traded during January 1, 2015 - June 30, 2015 with the NationalRail Freight Company "CFR MARFA" S.A. BUCURESTI.

3. Obtaining information and the corresponding support documents based on which the tradesmentioned at Annex 1 were performed (i.e. contracts, invoices).

4. For each domain of activity covered by the National Rail Freight Company "CFRMARFA" S.A. BUCURESTI we analyzed the partner selection decision and checkedwhether the transactions performed are in accordance with the threshold documents.

5. For the transactions performed during January 1,2015 - June 30, 2015 performed basedon a framework contract concluded in the previous period, we have analyzed whether thesetransactions observed the terms and conditions stipulated in the framework contract.

Following the performance of the procedures described hereabove we have not identifiedmaterial aspects that required their separate reporting.

The performed procedures do not represent an audit, as per the International Standards onAuditing or a review, as per the International Standards on Review Engagements 2410, and,consequently we don't provide for any certainty related to the specified elements.

In case we had performed other additional procedures, an audit, pursuant to the InternationalStandards on Auditing or a review, as per the International Standards on Review Engagements2410, we could have identified other aspects that we would have reported to you.

This report is exclusively destined to the scope described in the first paragraph and to theCompany's shareholders as a whole. This engagement has been prepared in order to be able toreport to the Company's shareholders those aspects that we must report in an agreed-uponprocedures engagement, and not to other scopes. Under the law, we do not accept and do notundertake the responsibility for this engagement unless in relation to the Company and itsshareholders in general. Moreover, this report refers exclusively to the accounts and elementsspecified hereabove and does not extend over any of the financial statements of CON PET S.A.taken as a whole.

S.s. Illegible

KPMG Audit SRL

August 10,2015

Bucuresti

CON PET S.A.Str. Anul 1848 nr. 1-3. Ploie~ti. 100559. Prahova. RomaniaTel: +40 - 244 - 401360; fax: + 40 - 244 - 516451e-mail: conoeteeconoet.ro: web: www.conpet.roCIF: R01350020 ; Cod CAEN 4950; lnreqlstrata laRegistrul Comertului Prahova sub nr. J29/6/22.01.1991Capital social subscrls ~i varsat 28 569 842.40 lei

CONPET

No. 28470/06.08.2015

To: BUCHAREST STOCK ECHANGE

Phone No. 0211307.95.00; Facsimile 0211307.95.19

[email protected]

THE FINANCIAL SUPERVISORY AUTHORITY

Phone No. 0211659.60.57; Facsimile:0211659.64.36

We hereby submit the Current Report no.14/2015, comprising important events tobe reported, prepared pursuant to Art.225 of Law nO.297/2004 on the capitalmarket.

Total: 1= 1 pages

Yours faithfully,

Director of the Economic DirectionEcon. Sanda Toader

S.s Illegible

Stamp

Head of the Investor Relations and Capital Market

Econ. Bogdan Pinzariu

S.s. Illegible

CON PET S.A.Str. Anul 1848 nr. 1-3, Ploie~ti, 100559, Prahova, RomaniaTel: +40 - 244 - 401360; fax: + 40 - 244 - 516451e-mail: [email protected]; web: www.conpet.roCIF: R01350020 ; Cod CAEN4950; Inrectstrata iaRegistrul Comertului Prahova sub nr. J29/6/22.01.1991Capital social subscrls ~ivarsat 28 569 842.40 lei

CONPET

Reg. No. 28470106.08.2015

Current Report no. 14/2015as per Law no. 297/2004 and CNVM Regulation no. 112006

06.08.2015CONPET S.A. PloiestiNo. 1-3, Anul1848 Street, Ploiesti0244/401360/5164511 [email protected]

Sole Registration Number 1350020No. at the Trade Registry J29/6/22.01.1991Subscribed and paid-up share capital 28,569,842.40 LeiTotal No. of Shares 8,657,528 nominative sharesThe regulated market where the issued securities are being traded: B.V.B., Premium Category

Date of the reportName of the Issuing EntityRegistered OfficePhone/Facsimile/E-mail

Significant events to be reported as per Art.225 of Law no,297/2004 regarding the capital market:

CONPET SA Ploiesti and the National RailContracting Parties/Scope Freight Company "CFR MARFA" S,A.

BucurestiServices related to the crude oil and rich gas rail

transport, from the loading sites to thedestinations set out by CONPET

The value of transactions (buy transactions) 40,506,551.81 Leiduring 0l.01 - 30,06,2015Non-settled amounts at 30,06.2015 7,589,528,24 Lei

Director of the Economic DirectionEcon. Sanda Toader

s.s. Illegible

Stamp