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06.06.2018 – 08:46

AT & S Austria Technologie und Systemtechnik Aktiengesellschaft

EANS-General Meeting: AT & S Austria Technologie und Systemtechnik Aktiengesellschaft
Invitation to the General Meeting according to art. 107 para. 3 Companies Act - ATTACHMENT

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  General meeting information transmitted by euro adhoc with the aim of a
  Europe-wide distribution. The issuer is responsible for the content of this
  announcement.
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06.06.2018

C O N V O C A T I O N of the 24th Ordinary General Meeting
Of AT & S Austria Technologie & Systemtechnik Aktiengesellschaft
to be held on July 5, 2018 (Thursday) 10.00 a.m.
at Montanuniversität Leoben
Erzherzog-Johann-Trakt, Erzherzog-Johann-Auditorium
Ignaz-Buchmüller-Platz 4, 8700 Leoben

The meeting will be webcasted at www.ats.net. The recording will remain
accessible after the meeting.

Agenda


  1. Report of the Management Board; Submission of the individual adopted annual
     financial statements including directors' report, (consolidated) corporate
     governance report and (consolidated) non-financial report as well as the
     consolidated financial statements including directors' report for the
     business year from April 1, 2017 until March 31, 2018 (2017/18) and the
     report of the Supervisory Board for the business year from April 1, 2017
     until March 31, 2018 (2017/18) as well as of the proposal for the
     appropriation of the profits.
  2. Resolution regarding the appropriation of the profits shown in the
     financial statements for the business year 2017/18.
  3. Resolution on the granting of discharge to the members of the Management
     Board for the business year 2017/18.
  4. Resolution on the granting of discharge to the members of the Supervisory
     Board for the business year 2017/18.
  5. Resolution regarding the determination of the remuneration of the members
     of the Supervisory Board for the business year 2017/18.
  6. Report of the Management Board regarding the purchase and use of treasury
     shares pursuant to Section 65 (3) Stock Corporation Act.
  7. Election of the auditor and group auditor for the business year 2018/19.


Documents for the General Meeting

For preparation for the General Meeting, the following documents will be
available to our shareholders as of June 14, 2018 at the latest:


* Individual annual financial statements with directors' report,
* (Consolidated) corporate governance report,
* (Consolidated) non-financial report,
* Consolidated financial statements with directors' report,
* Report of the Supervisory Board pursuant to Section 96 Stock Corporation Act,
* Report of the Management Board pursuant to Section 65 (3) Stock Corporation
  Act, each for the business year 2017/18,
* the joint proposals for resolutions of the Management and Supervisory Boards
  concerning agenda items 2, 3, 4 and 5, including the proposal for the
  appropriation of the profits,
* the proposal for resolution of the Supervisory Board concerning agenda item 7.


Each shareholder is granted access to these documents at the Company's
headquarters at Fabriksgasse 13, 8700 Leoben-Hinterberg, during business hours.
In addition, the individual and consolidated financial statements, each
including annexes, will be published in the "Amtsblatt zur Wiener Zeitung"
(official gazette section of the "Wiener Zeitung").

The specified documents, the complete text of this convocation, and forms for
granting and revoking a proxy and all further publications of the Company in
connection with this General Meeting will also be freely available on the
Company's Website www.ats.net (Category Investors > Annual General Meeting) as
of June 14, 2018 at the latest, and shall be provided in electronic form
pursuant to Section 119 (9) Stock Exchange Act, to the extent required by law.

Attendance of shareholders at the General Meeting

Entitlement to attend the General Meeting and to exercise voting rights and all
other shareholders' rights at the General Meeting is conditional on the holding
of shares on the record date, i.e. 24.00 hours - midnight - (CET/CEST Local Time
Vienna), June 25, 2018.

Only shareholders who provide evidence of their shareholdings on the record date
are entitled to attend the General Meeting.

Deposit bearer shares

Evidence of shareholdings on the relevant date must be furnished by way of a
confirmation issued by the bank where the shareholder has deposited his/her
shares (deposit confirmation) if the bank is domiciled in a member state of the
EEA or OECD. Shareholders who have deposited their shares with a bank which does
not meet these criteria are requested to contact the Company.

The deposit confirmation must be issued in German or English in accordance with
the relevant statutory provisions (Section 10a Stock Corporation Act) and
contain the following information:


  1. Details of the issuing bank: Name (company) and address;
  2. Shareholder details: Name (company) and address, date of birth in the case
     of natural persons, corporate register and register number in the case of
     legal persons;
  3. Deposit number or other relevant description;
  4. Details of the shares: Number of shares and their designation or ISIN;
  5. Express declaration that the confirmation relates to the deposit holding as
     of 24.00 hours - midnight - (CET/CEST Local Time Vienna), June 25, 2018
     (record date).


Deposit confirmations must be received by July 2, 2018, 24.00 hours - midnight -
(CET/CEST Local Time Vienna), by the Company in any of the following ways:


* via mail, courier or in person to:
  AT & S Austria Technologie & Systemtechnik Aktiengesellschaft, FAO Mrs. Gerda
  Königstorfer, Fabriksgasse 13, 8700 Leoben-Hinterberg, Austria;
* as an un-editable document (PDF) in electronic form to email:
  anmeldung.ats@hauptversammlung.at;
* by fax to +43-1-8900 500 87;
* via SWIFT: GIBAATWGGMS - Message Type MT598; please ensure that ISIN
  AT0000969985 is indicated in the wording.


Transmissions of the deposit confirmation to the Company shall also constitute
registration of the shareholder for the attendance of the General Meeting.

Banks are requested to send deposit confirmations where possible collectively
(in list format). The shareholders are not blocked by registering their
attendance at the General Meeting or by sending deposit confirmations; therefore
shareholders may freely dispose of their shares after registration or
transmission of a deposit confirmation.

Representation of shareholders at the General Meeting

Each shareholder who is entitled to attend the General Meeting has the right to
appoint a natural or legal person to represent him/her. The proxy holder attends
the General Meeting on behalf of the shareholder and has the same rights as the
shareholder represented. Each power of attorney must name the proxy holder(s).
Shareholders are not restricted in terms of the number of persons they appoint
to represent them and in their choice of proxy holder, however, the Company
itself, or a member of the Management or Supervisory Boards, may only exercise
the right to vote as a proxy holder if the shareholder has provided express
instructions regarding the individual agenda items.

A shareholder may grant power of attorney to the bank where he/she has deposited
his/her shares subject to the agreement of that bank. In such case, in addition
to the deposit confirmation, it is sufficient for the bank to provide the
Company with a declaration by one of the permitted means (see above) that it has
been granted a power of attorney; the power of attorney itself needs not to be
sent to the Company in such case.

A power of attorney may be revoked by the shareholder. The revocation becomes
effective upon receipt by the Company.

Declarations concerning the granting and revoking of power of attorneys may be
sent to the Company in text form, not later than July 4, 2018, 4.00 pm (CET/CEST
Local Time Vienna), by one of the following means:


* via mail, courier or in person to:
  AT & S Austria Technologie & Systemtechnik Aktiengesellschaft, FOA
  Königstorfer, Fabriksgasse 13, 8700 Leoben-Hinterberg, Austria;
* as an un-editable document (PDF) in electronic form to email:
  anmeldung.ats@hauptversammlung.at;
* by fax to +43-1-8900 500 87;
* via SWIFT: GIBAATWGGMS - Message Type MT598; please ensure that ISIN
  AT0000969985 is indicated in the wording.


On the day of the General Meeting, the transmission is only valid in person
through submission with registration for the General Meeting at the place of
assembly.

As a special service and in line with our principles of Corporate Governance,
the shareholders are provided with the option of having their voting right
exercised in accordance with their instructions by Dr. Michael Knap, an
independent proxy holder of the Interessensverband für Anleger [Association for
Investors] (IVA), Feldmühlgasse 22, 1130 Vienna, Austria. In the case of
interest, a direct approach is possible under tel.+43-1-8763343-30, fax +43-1-
8763343-39, or emailmichael.knap@iva.or.at. The representative will be present
at the General Meeting and reachable during the General Meeting via the email
address weisungen.ats@hauptversammlung.at. Please note that such e-mail address
only serves the reachability of Dr. Michael Knap during the General Meeting! AT
& S Austria Technologie & Systemtechnik Aktiengesellschaft bears the costs for
the proxy. All other costs have to be borne by the shareholder, especially their
own banking fees for the deposit confirmation or the postal charges.

The shareholder must request a deposit confirmation from the bank where his/her
shares are deposited. Dr. Michael Knap must be granted a written authorization
to act as a proxy holder on this deposit confirmation (or on a separate sheet).
A copy of the deposit confirmation must be sent together with the original of
the written power of attorney by the shareholder to Dr. Knap, c/o IVA,
Feldmühlgasse 22, 1130 Vienna. As the copy of the deposit confirmation together
with the original power of attorney must be received by the IVA not later than
July 3, 2018, we would request that shareholders bear postal delivery durations
in mind.

The shareholder must provide Dr. Knap with instructions as to how he (or a sub-
proxy authorized by Dr. Knap) should exercise the voting right. Dr. Knap
exercises the voting right solely on the basis of the instructions given by the
shareholder. Without express instructions the power of attorney is invalid.
Should separate votes be taken on each clause of an agenda item, an instruction
provided in connection therewith shall apply to each sub-item. Please note that
Dr. Knap does not accept any requests to make comments, object to General
Meeting resolutions, ask questions or propose resolutions.

Resolutions to be put on the vote are posted on the Company's website at
www.ats.net (Category Investors > Annual General Meeting) as soon as they come
to the knowledge of the Company.

We recommend that shareholders use the form available on the internet at
www.ats.net (Category Investors > Annual General Meeting) to grant or revoke
authorizations.

Shareholders' rights in connection with the General Meeting

Shareholders whose holdings represent a combined total of at least 5% of the
capital stock since at least three months may require in writing the inclusion
and announcement of additional General Meeting agenda items by June 14, 2018
(date of receipt). A proposal for resolution and justification thereof must be
submitted for each such agenda item.

Shareholders whose holdings represent a combined total of at least 1% of the
capital stock may submit proposals for resolutions in text form for each agenda
item, to be accompanied by a justification, by June 26, 2018, and require the
proposed resolutions to be posted on the Company's website with the names of the
relevant shareholders and the justification.

Further information regarding these rights, in particular how to submit motions
to the Company and evidence shareholdings is now available on the internet at
www.ats.net (Category Investors > Annual General Meeting).

Every shareholder has the right to propose motions at the General Meeting with
regard to each agenda item which do not require prior announcement. Prerequisite
therefor is the evidence of the entitlement to attend the General Meeting.

According to Section 118 Stock Corporation Act every shareholder has the right
to request information regarding Company matters at the General Meeting,
provided that such information is necessary for the proper assessment of an
agenda item. The duty to provide information extends to legal and business
relationships between the Company and Group companies, and to the condition of
the Group and its consolidated subsidiaries. Such information must comply with
the principles of diligent and truthful accountability. Information may be
denied if and to the extent that (i) according to reasonable business judgment,
it could cause significant harm to the Company or a Group company, or (ii) the
provision of information would be unlawful, or (iii) it has been published on
the Company's website, as registered in the Commercial Register, in the form of
question and answer through at least seven days prior to the beginning of the
General Meeting.

Total number of shares and voting rights

According to Section 120 (2) (1) Stock Exchange Act we announce, that the
Company has issued 38,850,000 no-par value bearer shares and every no-par value
share confers one vote. At the time of convocation of the General Meeting, the
Company holds no treasury shares. The total number of voting rights at the date
of the convening of the Annual General Meeting therefore amounts to 38,850,000.

Admission to the General Meeting

To ensure the smooth process of the entrance control, shareholders are kindly
asked to arrive in time before the beginning of the General Meeting. Admission
to obtain ballot forms commences at 9.00 a.m.

Shareholders or their proxies are advised that they must present an official
identification document (driver's license, passport or identity card) to confirm
their identities upon admission to the General Meeting.

The General Meeting is the key governing body of a stock corporation as it is
the forum for the Company's owners - the shareholders. We therefore hope you
will appreciate that we cannot turn a General Meeting into an event for guests,
much as we value such interest, and that attendance as guest is possible only on
personal invitation and after consultation under tel. +43 3842 200-5925.


Leoben-Hinterberg, June 6, 2018


The Management Board



Further inquiry note:
Gerda Königstorfer, Director Investor Relations & Communications 
Tel: +43 3842 200-5925; Mobil: +43 676 8955 5925; g.koenigstorfer@ats.net

end of announcement                         euro adhoc
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Attachments with Announcement:
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http://resources.euroadhoc.com/documents/3447/12/10163216/1/24HV_Einberufung_und_Tagesordnung_EN.pdf


issuer:       AT & S Austria Technologie und Systemtechnik Aktiengesellschaft
              Fabriksgasse  13
              A-8700 Leoben
phone:        03842 200-0
FAX:          
mail:      j.mattner@ats.net
WWW:       www.ats.net
ISIN:         AT0000969985
indexes:      WBI, ATX GP, VÖNIX
stockmarkets: Wien
language:     English
 

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