EANS-General Meeting: Lenzing AG / Invitation to the General Meeting

--------------------------------------------------------------------------------
General meeting information transmitted by euro adhoc. The issuer is
responsible for the content of this announcement.
--------------------------------------------------------------------------------

Lenzing AG
With its seat in Lenzing
ISIN: AT 0000644505

I n v i t a t i o n

to the

extraordinary shareholders' meeting of our company

on Friday, 10 December 2010 at 14:30 CET at Lenzing AG (Presentation
Rooms/Building A1 - Entrance: Main gate), Werkstraße 2, A-4860
Lenzing, Austria

Agenda:

Item 1 Adoption of a resolution on a re-division of the nominal
capital by a seven-for-one share split and on the corresponding
amendment of article 4 of the company's articles of association.

Item 2 Adoption of a resolution on the creation of authorized capital
and on authorizing the management board, upon approval by the
supervisory board, to exclude shareholders' subscription rights,
either fully or in part, in order to exclude fractional amounts from
the subscription right and to enable the acquisition of companies,
parts of companies or shares in companies by issuing new shares
against payment in kind and on the corresponding amendment of article
4 of the company's articles of association.

Item 3
Adoption of a resolution on:

(a) authorizing the management board to issue, upon approval by the
supervisory board, convertible bonds and on authorizing the
management board, upon approval by the supervisory board, to exclude
shareholders' subscription rights, either fully or in part, also in
order to exclude fractional amounts from the subscription right.

(b)
the creation of conditional capital and

(c) the corresponding amendment of article 4 of the company's
articles of association. Provision of information according to
section 108 paragraphs 3 and 4 of the Austrian Stock Corporation Act
(section 106 Z 4 Austrian Stock Corporation Act): The following
documentation is held available for examination by shareholders
during regular business hours from the 21st day before the
extraordinary shareholders' meeting, that is 19 November 2010, at the
offices of the company (Lenzing AG, Werkstrasse 2, 4860 Lenzing,
Austria): • Resolution proposals of the management board and
the supervisory board with regard to the three agenda items

• Report of the management board on the authorization of the
management board, upon approval by the supervisory board, to exclude,
fully or in part, shareholders' subscription rights at availment of
authorized capital and issuance of convertible bonds according to
agenda items two and three (section 170 paragraph 2 and section 174
paragraph 4 in conjunction with section 153 paragraph 4 Austrian
Stock Exchange Act).

The documentation detailed above, the full text of this convocation
and the forms for granting and revoking power of attorney according
to section 114 of the Austrian Stock Exchange Act are, moreover,
available in compliance with section 108 paragraph 4 of the Austrian
Stock Corporation on the company's website, www.lenzing.com, under
menu item Extraordinary Shareholders' Meeting 2010, from 19 November
2010 onward. Note on shareholders' rights according to section 109,
110 and 118 of the Austrian Stock Corporation Act (section 106 Z 5
Austrian Stock Corporation Act): According to section 109 of the
Austrian Stock Corporation Act, shareholders holding shares that
aggregate five percent of the nominal capital are entitled to demand
in written form that items be added to the agenda of the next
shareholders' meeting and that they be published accordingly. Each
submitted item requires a proposal and a statement of grounds. The
proposing shareholders are required to have been shareholders for at
least three months before the date of proposal. The demand must reach
the company by the 19th day before the extraordinary shareholders'
meeting, that is by 21 November 2010.

According to section 110 of the Austrian Stock Corporation Act,
shareholders holding shares that aggregate one percent of the nominal
capital are entitled to submit proposals for resolution to any item
of the agenda in text form (section 13 paragraph 2 of the Austrian
Stock Corporation Act). They are, moreover, entitled to demand that
these proposals as well as the names of the respective shareholders,
the statement of grounds and the comments of the management board or
the supervisory board be made available on the website of the
company. For consideration the demand must reach the company by the
seventh working day before the extraordinary shareholders' meeting
latest, that is by 30 November 2010, latest. In case of a proposal
for election, to the supervisory board the statement of grounds is
replaced by a statement of the proposed candidate according to
section 87 paragraph 2 of the Austrian Stock Corporation Act.

According to section 118 of the Austrian Stock Corporation Act,
shareholders, upon request, must be provided with information on
matters of the company, insofar this is required for the proper
appreciation of any agenda item. This obligation also refers to
information on legal and business relationships with associated
companies, the situation of the group, as well as the companies
included in the scope of consolidation. Disclosure of information may
be refused if, after reasoned entrepreneurial consideration,
otherwise considerable harm were caused to the company or any its
associates, or if its disclosure led to criminal liability. Moreover,
disclosure may be refused if the website of the company has provided
generally accessible information concerning the relevant matter in
the form of questions and answers for seven days before the
extraordinary shareholders' meeting without interruption. As answers
may take some time to prepare, we kindly ask you to submit questions
in writing and in good time before the extraordinary shareholders'
meeting convenes.

Shareholders' rights depending on the possession of shares for a
specified period of time may only be exercised if proof of share
property for the relevant period has been provided - in case of
deposited bearer shares (depotverwahrte Inhaberaktien) - by
submitting a safe custody receipt (Depotbestätigung) within the
meaning of section 10a of the Austrian Stock Corporation Act to the
company. In case of bearer shares that are not deposited (nicht
depotverwahrte Inhaberaktien) it is sufficient to submit a written
confirmation issued by a notary public registered in Austria. Safe
custody receipts and written confirmations must not be older than
seven days at the date of their submission to the company. Please
visit www.lenzing.com, menu item Extraordinary Shareholders' Meeting
2010 for more information on shareholders' rights and in particular
on sections 109, 110 and 118 of the Austrian Stock Corporation Act.

Proposals for amendments to the agenda, proposals for resolution and
questions are to be submitted by mail or messenger (Lenzing AG, 4860
Lenzing), by fax (+43 (0) 7672/918-2713) or by e-mail
(Hauptversammlung_2010@lenzing.com) attention Angelika Guldt. Record
Date and requirements for participation in the shareholders' meeting
according to section 111 of the Austrian Stock Corporation Act
(section 106 Z 6 and 7 Austrian Stock Corporation Act): According to
section 111 paragraph 1 of the Austrian Stock Corporation Act, the
right to participate in the shareholders´ meeting and to exercise
shareholders´ rights is determined by the ownership of shares at the
end of the tenth day before the day of the extraordinary
shareholders' meeting (Record Date), that is 30 November 2010, 24:00
(CET). Shareholders wishing to participate in the extraordinary
shareholders' meeting and to exercise their shareholders' rights are
required to provide proof of share property to the company on the
Record Date. Proof of share property at the Record Date is provided
for deposited bearer shares by submitting a safe custody receipt
according to section 10a of the Austrian Stock Corporation Act to the
company. The safe custody receipt must be issued by a custodian bank
registered in a country of the European Economic Area or a full
member state of the OECD. It must at least meet the requirements
detailed in section 10a paragraph 2 of the Austrian Stock Corporation
Act. If ownership of shares is to be proven, the proof of current
share property must not be older than seven days at the date of
presentation to the company. Safe custody receipts are accepted in
German and English. For non-deposited bearer shares proof of share
property is provided by submitting a written confirmation issued by
a notary public registered in Austria.

Proof of share property must reach the company by the third working
day before the extraordinary shareholders' meeting latest, that is 06
December 2010 latest, by mail or messenger (Oesterreichische
Kontrollbank AG, Abteilung KMS / HV Operation Center 1, Strauchgasse
1-3, 1. Stock, 1010 Wien, Austria), by fax (43 (0) 1 928 90 60) or by
e-mail (hv.anmeldung-1@oekb.at).

According to section 262 paragraph 20 of the Austrian Stock
Corporation Act the company determines that contrary to section 10a
paragraph 3 clause 2 of the Austrian Stock Corporation Act proof of
share property and statements within the meaning of section 114
paragraph 1 clause 4 of the Austrian Stock Corporation Act will not
be accepted by an internationally common and specifically secured
communication network of credit institutions (for example SWIFT)
which would allow the unique identification of participants.
Appointment of representatives according to section 113 f of the
Austrian Stock Corporation Act (section 106 Z 8 Austrian Stock
Corporation Act): Shareholders entitled to participate in the
extraordinary shareholders meeting have the right to appoint natural
or legal persons as representatives. The representatives will take
part in the extraordinary shareholders' meeting in the name and on
behalf of the shareholders they represent. They are entitled to
exercise the same rights as these. The company itself or a member of
the management board or supervisory board may exercise voting rights
as a representative only insofar as the shareholder has explicitly
provided detailed voting instructions regarding the individual items
of the agenda. The power of attorney must be granted to a specific
person. A power of attorney in text form is adequate. If a
shareholder has granted power of attorney to the custodian bank
(section 10a of the Austrian Stock Corporation Act) a statement, in
addition to proof of share property, issued by the custodian bank,
that power of attorney has been granted, is adequate.

Forms for granting power of attorney (which may also be used to grant
limited power of attorney) are available at www.lenzing.com under
menu item Extraordinary Shareholders' Meeting 2010. The power of
attorney must reach the company by 09 December 2010, 15:00 CET,
latest, by mail or messenger (Oesterreichische Kontrollbank AG,
Abteilung KMS / HV Operation Center 1, Strauchgasse 1-3, 1. Stock,
1010 Wien, Austria), by fax (+43 (0) 1 928 90 60) or by e-mail
(hv.anmeldung-1@oekb.at) and will be kept by the company. On the day
of the extraordinary shareholders' meeting the power of attorney may
only be submitted upon registration for the meeting at the venue's
registration point. The specifications detailed above correspondingly
apply to the revocation of power of attorney. Revocation of power of
attorney will not become effective until received by the company.
According to section 262 paragraph 20 of the Austrian Stock
Corporation Act the company determines that contrary to section 10a
paragraph 3 clause 2 of the Austrian Stock Corporation Act proof of
share property and statements within the meaning of section 114
paragraph 1 clause 4 of the Austrian Stock Corporation Act will not
be accepted by an internationally common and specifically secured
communication networks of credit institutions which would allow the
unique identification of participants (SWIFT). Total number of shares
and voting rights at the time of convocation (section 106 Z 9
Austrian Stock Corporation Act ): At the time of the convocation of
the extraordinary shareholders' meeting the nominal capital of the
company amounts to EUR 26.717.250,--. It is divided into 3.675.000
individual bearer shares. Each share entitles to one vote.

Admission and registration:

Doors to the extraordinary shareholders' meeting will open on 10
December 2010 at 14:15 CET.

Shareholders and representatives will be asked to verify their
identity by presenting valid official photo identification documents
(drivers license, passport, identity card). We kindly ask you to
allow for numerous participants and standard security measures in
your personal schedule.

Lenzing, November 2010

The Management Board

end of announcement euro adhoc
--------------------------------------------------------------------------------

ots Originaltext: Lenzing AG
Im Internet recherchierbar: http://www.presseportal.de

Further inquiry note:

Lenzing AG

Mag. Angelika Guldt

Tel.: +43 (0) 7672-701-2713

Fax: +43 (0) 07672-96301

mailto:a.guldt@lenzing.com

Branche: Chemicals
ISIN: AT0000644505
WKN: 852927
Index: WBI
Börsen: Berlin / free trade
Wien / official market