UBM Realitätenentwicklung AG

Invitation to a shareholders´ meeting

Shareholders' meeting according to article 107 section 3 AktG

Wien (pta011/17.04.2015/09:00) - UBM Realitätenentwicklung Aktiengesellschaft FN 100059 x Invitation to a shareholders' meeting

We hereby invite our shareholders to the 134th ordinary shareholders' meeting of UBM Realitätenentwicklung Aktiengesellschaft to be held on Wednesday, 20 May 2015, at 11 a.m. (CET) in 1120 Vienna, Am Euro-Platz 2, EURO-PLAZA, Building G.

Agenda 1. Presentation of the annual financial statements including the management report, the corporate governance report, the consolidated financial statements including the group management report, the proposal for appropriation of the profit and the report made by the Supervisory Board for the financial year 2014 2. Resolution on appropriation of the net profit 3. Resolution on approval of the actions of the members of the Board of Management for the financial year 2014 4. Resolution on approval of the actions of the Supervisory Board members for the financial year 2014 5. Election of the auditor and group auditor for the financial year 2015 6. Resolution on the reassessment and due date of the remuneration of the supervisory board members 7. Resolution on a) the change of the name of the company to UBM Development AG b) the amendment of the articles of association 8. Resolution on the authorization of the Management Board a) to purchase own shares pursuant to Section 65 para 1 no 4 and no 8 as well as para 1a and para 1b Stock Corporation Act both via the stock exchange and also outside thereof to the extent up to 10 % of the share capital, where the pro rata right to dispose of shares is also excluded (reverse exclusion of subscription rights) b) pursuant to Section 65 para 1b Stock Corporation Act to resolve with respect to the disposal respectively utilization of own shares on the kind of disposal other than via the stock exchange or by way of public offering by applying the provisions on the exclusion of subscription rights correspondingly

DOCUMENTS FOR THE SHAREHOLDERS' MEETING In particular, the following documents will be made available on the company's website at www.ubm.at/hv not later than from 29 April 2015: - annual financial statements including the management report, - corporate governance report, - consolidated financial statements including the group management report, - proposal for appropriation of the profit, - report of the Supervisory Board, each for the financial year 2014; - proposals for resolutions on the items 2 to 8 of the agenda, - report of the Management Board pursuant to Section 65 para 1b Stock Corporation Act (AktG) in connection with Section 170 para 2 and Section 153 para 4 second sentence AktG to TOP 8 - purchase of own shares - reassessment of the Articles of Association, - form for granting proxy, - form for revocation of proxy, - full text of this invitation to the shareholders' meeting.