EANS-General Meeting

Telekom Austria AG / Invitation to the General Meeting according to art. 107 para. 3 Companies Act - ATTACHMENT - Seite 3

Resolution proposals:
Until the end of the 7th business day prior to the Annual General Meeting (thus,
by May 20, 2019) shareholders whose shares collectively amount to at least 1% of
the share capital may submit (by fax to [phone] or by mail to
Telekom Austria AG, Investor Relations Department, A-1020 Vienna,
Lassallestrasse 9, or by e-mail to [e-mail]) written (i.e.
in text form) proposals for the resolutions to be passed and may request that
these proposals are made available on the company's website, together with the
names of the respective shareholders, the reasons which must be attached and a
possible statement by the Management Board or the Supervisory Board. In case of
a proposal for election of a Supervisory Board member the reasons which must be
attached are replaced by a declaration of the Supervisory Board candidate
according to Sec 87 para 2 Stock Corporation Act. The Supervisory Board
candidate must disclose in such declaration his/her expert qualifications,
professional or similar functions, as well as all circumstances which might give
rise to concerns of a conflict of interests.

In order to prove the shareholder's status, the shareholder shall submit a
deposit confirmation according to Sec 10a Stock Corporation Act in German or
English from the custodian bank with registered office in a member state of the
European Economic Area (EEA) or in a full member state of the OECD. This
confirmation may not be more than 7 days old upon submission to the company. For
several shareholders who only jointly hold the required number of shares
amounting to 1% of the share capital, the deposit confirmations for all the
shareholders shall refer to the same point of time (date and time). The company
will comply with such request within 2 business days after its receipt, unless

1. it contains no reasons or the declaration according to Sec 87 para 2 Stock
Corporation Act is not provided,
2. it would lead to a resolution by the Annual General Meeting, which is
unlawful or in contradiction to the Articles of Association,
3. a similar proposal based on the same circumstances is already accessible for
the shareholders,
4. the proposal qualifies as slander (Sec 111 Austrian Penal Code) or libel (Sec
115 Austrian Penal Code) or the Management Board would become liable to
prosecution for making the proposal accessible or
5. the shareholders indicate that they will not attend the Annual General
Meeting and will not be represented by anyone.

The reasons do not have to be published on the company's website, if they