EANS-General Meeting

Andritz AG / Invitation to the General Meeting - Seite 2

Shareholders who own shares amounting to 5 percent of the share capital,
individually or jointly, for at least three months before submission, can make a
request in writing to have additional items placed on the agenda of the Annual
General Meeting and announced. The application for each agenda item must contain
a resolution proposal and a statement of grounds.

The applicant must provide proof of his shareholdings. In order to do so, a
deposit confirmation pursuant to § 10a AktG is needed for shares held in safe
custody. It must be issued by a custodian bank registered in a member state of
the European Economic Area or a full member state of the OECD. The deposit
confirmation must not be more than seven days old when it is presented to the
company and must confirm that the shareholders have held the shares for at least
three months before submitting their request. If there are several shareholders
who can only attain the required shareholding of 5 percent of the share capital
together, the deposit confirmations for all shareholders must refer to the same
point in time (date, time).

Please refer to the remarks concerning eligibility (item D) for other content
required in the deposit confirmation. The company must receive any written
request (signature required) to include an additional agenda item together with
the above mentioned proof of shareholding not later than 21 days before the
Annual General Meeting, i.e. not later than March 7, 2017, to be delivered to
the company's business address at Stattegger Strasse 18, AT-8045 Graz, for the
attention of Dr. Michael Buchbauer, Investor Relations department.

2. Resolution proposals by shareholders (§ 110 AktG)

Shareholders whose interest, individually or jointly, amounts to 1
percent of the share capital can send resolution proposals with a
statement of grounds for each item on the agenda in written form and
request that these proposals be made accessible on the company's web
site (www.andritz.com) together with the names of the shareholders
concerned, the grounds to be attached to the proposal, and any
comment by the Executive Board or Supervisory Board. If a proposal is
made concerning the election of a member to the Supervisory Board,
the statement by the person proposed pursuant to § 87 (2) AktG
replaces the statement of grounds.

The applicant must provide proof of his shareholdings. In order to do
so, a deposit confirmation pursuant to § 10a AktG is needed for
shares held in safe custody. It must be issued by a custodian bank
registered in a member state of the European Economic Area or a full