DGAP-News

GSG GROUP S.A.: Amended Convening Notice of the Extraordinary General Meeting of the Shareholders - Seite 2

"LCA"), relating to the possibility of the board of directors to cancel
or limit any preferential subscription right of the shareholders upon
the increases of capital in the framework of the authorised share
capital as mentioned in point 7 of the agenda.

7. Subject to approval of the point 6 of the agenda, decision to modify,
renew and replace the existing authorised share capital and to set it
to an amount of four hundred million euro (EUR 400,000,000.00) for a
period of five (5) years from the date of the general meeting of the
shareholders held on 28 August 2014 (or in case of adjourning or
reconvening the general meeting because no quorum has been reached, the
date of the adjourned or reconvened general meeting). Decision to grant
to the board of directors of the Company, based on the report drawn up
by the board of directors as referred to in Article 32-3 (5) of the
LCA, all powers for a period of five (5) years in order to carry out
capital increases within the framework of the authorised capital under
the conditions and methods it will set with the possibility to cancel
or limit any preferential subscription right of the shareholders on the
issue of new shares to be issued within the framework of the authorised
corporate capital, being understood that all financial instruments
carrying an entitlement to, or the right to subscribe for, shares
issued until the expiry of that period may still be converted or
exercised subsequently to that date.

8. Subject to approval of the points 6 and 7 of the agenda, decision to
amend the articles of association of the Company to reflect point 7
above.

9. Decision to remove Mr. Ian Cash from the Board of Directors of the
Company with immediate effect.

* * * *
ATTENDING THE MEETING

In order to attend the Meeting, shareholders must provide the Company with
the following three items as explained in greater detail below: (i) Record
Date Confirmation, (ii) Attendance and Proxy Form, and (iii) Proof of
Shareholding.

Record Date Confirmation: This document shall be provided to the Company
by a shareholder at the latest by 23:59 (end of day) CET on the Record
Date. The Record Date is 14 August 2014 (the "Record Date", i.e. the day
falling fourteen (14) days before the date of the Meeting).

The Record Date Confirmation must be in writing and indicate that a
shareholder holds the Company shares and wishes to participate in the
Meeting. A template form of the Record Date Confirmation is available on