Notice on convening Annual General Meeting of Shareholders - Seite 3

4. To delete former clauses 4.6 and 4.7.
5. To change clause 5.6 and consider it right as follows:
   

5.6. A resolution of the Supervisory Board shall be considered as adopted, if more than one-half of the members of the Supervisory Board participating in the voting vote in favour. The Supervisory Board has the right to adopt resolutions without calling a meeting either by e-mail voting or by a written decision. A member of the Supervisory Board shall not take part in voting, if the decision to be voted on concerns the granting of consent for the conclusion of a transaction between the member of the Supervisory Board and the Company or the granting of consent for the conclusion of a transaction between a third person and the Company, if the interests of the member of the Supervisory Board arising from the transaction are in conflict with the interests of the Company.

6. To change clauses 5.8.5-5.8.8 and consider them right as follows:
   

5.8.5. the making of investments exceeding a prescribed sum expenditure for the financial year; 
5.8.6. the taking of loans or any other debt obligations exceeding a prescribed sum for the financial year;
5.8.7. the granting of loans or the securing of debt obligations if this is beyond the scope of everyday economic activities, except the granting and securing of loans inside the group;
5.8.8. the transfer or encumbrance of immovable property or movable property subject to entry into the register.

7. To amend section 7 and consider it right as follows:
   

7. REPORTING

7.1. The financial year of the Company begins on 1 January and ends on 31 December.
7.2. The Management Board shall prepare an annual report and shall present it with the auditor’s report to the Supervisory Board and to the general meeting.
7.3. The Supervisory Board shall review the annual report and prepare a written statement, which shall be presented to the general meeting. In the said statement, the Supervisory Board shall indicate whether it approves the annual report prepared by the Management Board. The statement shall also contain information concerning the activities of the Supervisory Board in the organisation and management of the operations of the Company.
7.4. The annual report shall be approved by the general meeting.

The circle of shareholders entitled to attend the Annual General Meeting will be determined seven days prior to the General Meeting, i.e. on 9^th June, 2020 at the end of the working day of the settlement system.