24.05.2024 11:13:09 - EQS-AGM: Telekom Austria AG: Invitation to the AGM and agenda

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EQS-News: Telekom Austria AG / Announcement of the Convening of the General Meeting
Telekom Austria AG: Invitation to the AGM and agenda
2024-05-24 / 11:12 CET/CEST
Announcement of the Convening of the General Meeting, transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Invitation to the
Annual General Meeting
on June 27, 2024


Telekom Austria Aktiengesellschaft
Company no. 144477t, Commercial Court Vienna
ISIN AT0000720008

We are pleased to invite our shareholders to the Annual General Meeting, which will take place on Thursday, June 27,
2024, at 10:00 a.m. (CEST) at the company's seat, A-1020 Vienna, Lassallestraße 9.

On the day of the Annual General Meeting the presentation of the agenda can be viewed via live stream from 10:00 a.m.
(CEST) until the general debate on www.a1.group. After the Annual General Meeting, the recording will also be available
from approx. 5:00 p.m. (CEST).

Agenda

1. Presentation of the adopted financial statements and the management report as well as the consolidated
financial statements including the consolidated management report and the consolidated corporate governance report,
the consolidated non-financial report, the proposal for appropriation of the net profit and the Supervisory Board
report on the financial year 2023.
2. Resolution on the appropriation of the net profit shown in the financial statements for the financial
year 2023.
3. Resolution on the discharge of the members of the Management Board for the financial year 2023.
4. Resolution on the discharge of the members of the Supervisory Board for the financial year 2023.
5. Resolution on the compensation for the members of the Supervisory Board for the financial year 2023.

6. Elections to the Supervisory Board.
7. Election of the auditors of the financial statements and of the consolidated financial statements for the
financial year 2024.
8. Resolution on the remuneration policy.
9. Resolution on the Remuneration Report.
10. Resolution on the amendment of the Articles of Association in the Sections (§) 3, 5, 13, 15, 17 and 18.


Shareholder information:

From June 06, 2024 (21 days before the Annual General Meeting) at the latest, the following documents are available at
https://www.a1.group:

. consolidated financial statements 2023 and consolidated management report 2023;
. financial statements of the financial year 2023 and management report 2023;
. consolidated corporate governance report 2023;
. consolidated nonfinancial report 2023;
. proposal of the Management Board for the appropriation of the net profit;
. Supervisory Board report for the financial year 2023;
. complete text of this invitation to the Annual General Meeting;
. resolution proposals for the agenda by the Management Board and the Supervisory Board;
. statements of the candidates for the election to the Supervisory Board according to Sec 87 para 2 Stock
Corporation Act;
. Remuneration Report 2023;
. renumeration policy;
. Articles of Association including proposed amendments;
. forms for proxy and revocation of proxy.

Additional items to the agenda:
Shareholders whose shares collectively amount to 5% of the share capital can request that items be placed on the agenda
and announced. Each item on the agenda must be accompanied by a proposal for a resolution including the reasons (both
required in German); in the case of supervisory board elections, the statement of the proposed person in accordance
with Sec 87 para 2 Stock Corporation Act takes the place of the reason. The written and signed application must be
received by Telekom Austria AG, Investor Relations Department, Lassallestraße 9, 1020 Vienna, by June 06, 2024, 12:00
midnight CEST (21^st day before the Annual General Meeting). The applicants must have held the shares for at least 3
months before submitting the application. This must be proven at the same time as the application by means of a deposit
confirmation in accordance with Sec 10a Stock Corporation Act.

Resolution proposals:
Until the end of June 18, 2024 (7^th business day before the Annual General Meeting), shareholders whose shares total
1% of the share capital can submit proposals for resolution to the company on any item on the agenda and request that
these proposals be published together with the names of the relevant shareholders, the attached reasons and any
comments by the Management Board or the Supervisory Board on the Company's website. In the case of a proposal for the
election of a member of the Supervisory Board, the statement of the proposed person acc. to Sec 87 para 2 Stock
Corporation Act takes the place of the reason.

These documents, including proof of shareholder status, are to be provided in the form of a deposit confirmation in
accordance with Sec 10a Stock Corporation Act, in text form (by fax to +43 (0) 50 664 9 49040 or by mail to Telekom
Austria AG, Investor Relations Department, 1020 Vienna, Lassallestraße 9, or by e-mail to
hauptversammlung.2024@a1.group).

The company will publish the proposal no later than on the 2^nd working day after 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 made 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 contain more than 5,000 characters or if the
statement fulfils one of the elements in the above-mentioned item 4. If several shareholders deliver resolution
proposals for the same item of the agenda, the Management Board may summarize the resolution proposals and their
reasons. The resolution proposals including the reasons must be submitted in German.

Deposit confirmation when adding further items on the agenda or when proposing resolutions:
As proof of shareholder status, shareholders have to attach a deposit confirmation in accordance with Sec 10a Stock
Corporation Act in German or English from the depositary bank with its registered office in a member state of the
European Economic Area or in a full member state of the OECD, which must not be older than 7 days at the time of
submission to the company. If there are several shareholders who only jointly achieve the required share ownership of
5% or 1% of the share capital, the deposit confirmations for all shareholders must refer to the same point in time
(day, time).


Right to submit motions:
Every shareholder is entitled to submit motions to any item on the agenda at the Annual General Meeting. Resolution
proposals which according to Sec 110 Stock Corporation Act have been published on the company's website shall only be
voted on if they are repeated at the Annual General Meeting as proposals for passing a resolution. For a shareholder to
propose the election of a member to the Supervisory Board, the timely submission of an election proposal in text form
pursuant to Sec 110 Stock Corporation Act, to be accompanied by a statement pursuant to Sec 87 para 2 Stock Corporation
Act, is mandatory.

Right to information:
Upon request at the Annual General Meeting, each shareholder shall be granted information about the affairs of the
company, if necessary to make possible the correct evaluation of an item on the agenda. The right to information
extends to legal and business relations of the company with affiliated companies. The right to information also extends
to the status of the group and the companies included in the consolidated financial statements. Information rendered
shall comply with the principles of diligent and accurate accountability. The information may be refused if

1. such information - according to a reasonable economic evaluation - could be of considerable detriment to the company
or to an affiliated company, or
2. providing the information would constitute an offence.

The reason for refusing to provide information must be stated.

Participation, deposit confirmation & proxies:
Only persons who are shareholders at the end of June 17, 2024, 12:00 midnight CEST, (record date) and provide the
Company with evidence of their shareholding are entitled to participate in this General Meeting. Proof of shareholder
status is to be provided by means of a deposit confirmation in German or English. This deposit confirmation must be
issued by the custodian bank which has its registered office in a member state of the European Economic Area or in a
full member state of the OECD and shall be received by the company by the 3^rd business day prior to the Annual General
Meeting at the latest. Please note that this deadline ends on June 24, 2024.

The deposit confirmations shall be sent to the Company

i. in text form according to Sec 16 para 2 of the Articles of Association
per telefax: +43 (0)1 8900 500 50 or

per e-mail: anmeldung.telekom@hauptversammlung.at (deposit confirmation by PDF),

ii. in written form and duly signed (official company signature) by mail or courier to Telekom Austria AG, c/
o HV-Veranstaltungsservice GmbH, Re: Telekom Austria HV, 8242 St. Lorenzen/Wechsel, Köppel 60, Austria, or

via SWIFT as following: SWIFT GIBAATWGGMS, Message Type MT598 (alternatively 599); please indicate in the wording
ISIN AT0000720008.

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(MORE TO FOLLOW) Dow Jones Newswires

May 24, 2024 05:13 ET (09:13 GMT)
Name WKN Börse Kurs Datum/Zeit Diff. Diff. % Geld Brief Erster Schluss
TELEKOM AUSTRIA AG 588811 Xetra 9,150 14.06.24 17:35:35 +0,050 +0,55% 0,000 0,000 9,150 9,150

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