Updated according to the amended agenda

Correspondence ballot
for legal person shareholders
for the Ordinary General Meeting of Shareholders (OGMS) of
SN NUCLEARELECTRICA SA
of 20 december 2017
The undersigned, [______],
(ATTENTION! To be filled in with the legal name of the legal person shareholder)
headquartered in [______], registered with the Trade Registry/equivalent body for non-resident legal person under no. [______], having sole registration code/equivalent number for non-resident legal person [______],
legally represented by [______]
(ATTENTION! To be filled in with the first name and last name of the legal representative of the legal person shareholder, as these are provided in the documents attesting the legal representative capacity)
holding a number of [____] shares representing [____] % from a total of [____] shares issued by SN NUCLEARELECTRICA SA registered with the Bucharest Trade Registry under no. J40/7403/1998 having sole registration code 10874881 headquartered on 65 Polona Street, District 5, Bucharest 010494, Romania (the Company),
which entitles us to a number of [____] voting rights, representing [____] % of the paid-up share capital and [____]% of the total voting rights in OGMS,
knowing the agenda of the OGMS of the Company, of20 december2017 at 10:00and the documents and reference material related to the agenda of the OGMS, in compliance with NSC Regulation no. 6/2009, through this ballot I understand to express my vote for the OGMS of the Company which will take place on 20 december 2017, hours 10:00, (Romanian time)at the Hotel Capital Plaza, Ion Mincu Conference Room, 54 Iancu de Hunedoara Avenue, Bucharest,,as follows:
  1. For item (1) on the agenda, namely, the election of the Secretary of the Ordinary General Meeting of Shareholders.
FOR / AGAINST / ABSTENTION
  1. For item (2) on the agenda, namely, the presentation of the Quarterly Report of the Board of Directors of SN Nuclearelectrica SA for the period January 1st – September 30th, 2017 for the thirs quarter of 2017.
This current item on the agenda is not subjected to the vote of the shareholders; the shareholders acknowledge the information presented by the Company with regards to this item.
  1. For item (3) on the agenda namely,the appointment of the provisional members of the Board of Directors of Societatea Nationala Nuclearelectrica SA, by applying the cumulative voting method (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For item (4) on the agenda namely, the establishment of the duration of the mandate of the provisional members to 4 months starting with 28 December 2017 or until the completion of the selection procedure of the administrators, in compliance with the provisions of Government Emergency Ordinance no. 109/2011 approved by the Law no. 111/2016, as subsequently amended, if the selection is completed before the mentioned term.
FOR / AGAINST / ABSTENTION
  1. For item (5) on the agenda namely, the approval of the mandate contract form which will be concluded with the provisional members of the Board of Directors of the company as per the proposal of the Romanian State shareholder, through the Ministry of Energy.
FOR / AGAINST / ABSTENTION
  1. For item (6) on the agenda, namely he empowerment of the representative of the majority shareholder, the Romanian state, through the Ministry of Energy, to sign the mandate contracts with the provisional members of the Board of Directors of SN Nuclearelectrica SA.
FOR / AGAINST / ABSTENTION
  1. For item (7) on the agenda, namely, theextension of the duration of the mandate for Mr. Iulian-Robert Tudorache which terminates on 27.12.2017, for a period of 2 months, starting with 28 December 2017, in compliance with the provisions of art. 641 paragraph (4) and paragraph (5) of GED no. 109/2011 as subsequently amended (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For idem (8) on the agenda, namely, theextension of the duration of the mandate for Mr. Cristian Gentea which terminates on 27.12.2017, for a period of 2 months, starting with 28 December 2017, in compliance with the provisions of art. 641 paragraph (4) and paragraph (5) of GED no. 109/2011 as subsequently amended (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For the idem (9) on the agenda namely, the extension of the duration of the mandate for Mr. Dragos Ionut Banescu which terminates on 27.12.2017, for a period of 2 months, starting with 28 December 2017, in compliance with the provisions of art. 641 paragraph (4) and paragraph (5) of GED no. 109/2011 as subsequently amended (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For the idem (10) on the agenda, namely, the extension of the duration of the mandate for Mrs. Elena Popescu which terminates on 27.12.2017, for a period of 2 months, starting with 28 December 2017, in compliance with the provisions of art. 641 paragraph (4) and paragraph (5) of GED no. 109/2011 as subsequently amended (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For the idem (11) on the agenda, namely, the extension of the duration of the mandate for Mr. Cristian Romulus Anton which terminates on 27.12.2017, for a period of 2 months, starting with 28 December 2017, in compliance with the provisions of art. 641 paragraph (4) and paragraph (5) of GED no. 109/2011 as subsequently amended (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For item (12) on the agenda, namely,the extension of the duration of the mandate for Mr. Marcu Mirel Alexandru which terminates on 27.12.2017, for a period of 2 months, starting with 28 December 2017, in compliance with the provisions of art. 641 paragraph (4) and paragraph (5) of GED no. 109/2011 as subsequently amended (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For item (13) on the agenda, namely, the appointment of a provisional member of the Board of Directors, for a 2 months period, starting with 24.12.2017 following the vacancy of the member of the Board of Directors whose 4 year mandate will expire on 23.12.2017 (secret vote).
As per the provisions of article. 92 paragraph (19) of the Law 24/2017, in case that the agenda of the GMS includes resolutions which require a secret vote, the correspondence vote will be expressed by expressed by means that only allow the disclosure to the members of the secretary responsible to count the expressed secret votes and only when the other secret votes expressed by the participating shareholders or by the representatives of the shareholders that take part in the meeting are known.This current item on the agenda will be voted using the special correspondence ballot for the items which require a secret vote and will be put in a separate envelope, sealed, signed by the respective shareholder and stamped, if applicable, with the subject: “For items 3,7,8,9,10,11,12 and 13 on the agenda of the Ordinary General Meeting of the Shareholders dated 20.12.2017” and will be put afterward in the envelope which will contain the correspondence ballot for the rest of the items on the agenda of the OGMS, as well as the documents required.
  1. For item (14) on the agenda, namely,the approval of the gross monthly fixed remuneration for the provisional members of the Board of Directors at the level of two averages for the last twelve months of the gross average monthly wage for the activity unfolded according to the main object of activity registered by the company, at class level according to the activity classification within the national economy, communicated by the National Institute of Statistics prior to the appointment.
FOR / AGAINST / ABSTENTION
  1. For item (15) on the agenda, namely, the empowerment of the representative of the Ministry of Energy within the GMS to sign for and on behalf of the company the addendums to the mandate contracts of the provisional members of the Board of Directors whose mandates were extended as well as the mandate contract - in the form approved by the OGMS dated 24.08.2017 – with the new provisional member of the Board of Directors.
FOR / AGAINST / ABSTENTION
  1. For item (16) on the agenda, namelythe approval of the date 16.01.2018as registration date in compliance with art. 86, paragraph (1) of Law 24/2017 regarding issuers of financial instruments and market operations, namely the date serving for the identification of the shareholders who will benefit from dividends or any other rights and who will be affected by the resolutions of the OGMS.
FOR / AGAINST / ABSTENTION
  1. For item (17) on the agenda, namelythe approval of the date15.01.2018 as „ex date”, namely the date prior to the registration date on which the financial instruments which make up the object of the company’s resolutions are traded without the rights derived from the resolution, in compliance with the provisions of art. 2, letter f) from the Rules and Regulations number 6/2009 with the subsequent amendments.
FOR / AGAINST / ABSTENTION
  1. For item (14) on the agenda, namely the empowermentof the President of the Board of Directors, to sign, on behalf of the shareholders, the OGMS’s Resolutions and any other documents in connection therewith, and to perform any act or comply with any formality required by law for the registration and enforcement of the OGMS’s Resolutions, including the publication and registration procedures thereof with the Trade Register Office or any other public institution. The President of the Board of Directors may delegate all or part of the powers mentioned above to anyone competent to fulfil this mandate.
FOR / AGAINST / ABSTENTION
Note: Indicate your vote by placing an „X” in one of the columns for each option: „FOR”, „AGAINST” or „ABSTENTION”. Placing an „X” in more than one column or not placing an „X” in any of the columns shall meanthat the vote will be void/ will not be taken into consideration.
It is recommended that after you have exercised your vote by marking with “X” one of the voting options, you mark the other two remaining columns with “-“, the valid vote being the option marked with “X”.
The power of attorney will be signed on the last page under “Signature” as well as on all the pages in the lower side of the page.
also for the second OGMS of 21 december 2017, hours 10:00 (Romanian time) which will take place at the Hotel Capital Plaza, Ion Mincu Conference Room, 54 Iancu de Hunedoara Avenue, Bucharest, if the meeting does not meet the legal or statutory requirements for convening on 20 december 2017, hours 10:00 (Romanian time);
The deadline for the registration with the Company of the correspondence ballots is 18 december2017, hours 10:00 (Romanian time).
We attach to this correspondence ballot:
-original or true copy of our findings certificateissued by the Trade Register Office or any other document, in original or true copy, issued by a competent authority of the country of origin, attesting inter alia the identity of our legal representative, being issued within maximum3 months prior to the date when the general meeting convening notice was published (for legal person shareholders) and allowing our identification on the S.N. NUCLEARELECTRICA S.A. shareholders list on the reference date issued by S.C. Depozitarul Central S.A. The quality of legal representative is acknowledged based on the list of SNN shareholders at the reference date, received from Depozitarul Central S.A. However, if the shareholder has not informed Depozitarul Central in relation to his legal representative or if this information is not included in the SNN list of shareholders at the reference date, the certificate of recognition/similar documents (certificate of recognition issued by the Trade Register Office, submitted in original or in copy in compliance with the original, or any other document, in original or in copy, issued by a competent authority of the state where the shareholder is legally registered and which certifies the quality of legal representative, issued within maximum 3 months before the publishing date of the general meeting convening notice) must prove the quality of the legal representative.
and
-a copy of the identity card of ourlegal representative(identity document or identity card for Romanian citizens or passport for foreign citizens, with social security number (CNP) - if such exists in the country of origin.
If the shareholder whohas voted by correspondence ballot participates in person or by proxy at the GMS, the vote by correspondence ballot sent for that GMS will be canceled. In this case, only their personally vote or through a representative will be considered.
The correspondence ballot date: [______]
Legal name of the legal person shareholder: [______]
First and last name of the legal representative: [______]
(ATTENTION! to be filled in with the legal name of the legal person shareholder and with the first and last name of the legal representative, legible, in capital letters)
Signature:
(ATTENTION! to be filled in with the signature of the legal representative of the legal person shareholder and to be stamped)

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