EANS-General Meeting: AGRANA Beteiligungs-AG / Invitation to the General Meeting

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General meeting information transmitted by euro adhoc. The issuer is
responsible for the content of this announcement.
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AGRANA Beteiligungs-Aktiengesellschaft
Vienna, FN 99489 h
ISIN AT0000603709

Invitation to the 28th Annual General Meeting

We would like to invite our shareholders to the 28th Annual General
Meeting of AGRANA Beteiligungs-Aktiengesellschaft on Friday, July
3rd, 2015, at 11:00 a.m. CET, at Raiffeisen Forum, A-1020 Vienna,
Friedrich-Wilhelm-Raiffeisen-Platz 1.

Agenda

1. Presentation of the financial statements, the management report,
the corporate governance report, the consolidated financial
statements, the group management report, and the report of the
Supervisory Board for the 2014/15 financial year.

2. Resolution on the appropriation of profits.

3. Resolution on the formal approval of the actions of the members of
the Management Board for the 2014/15 financial year.

4. Resolution on the formal approval of the actions of the members of
the Supervisory Board for the 2014/15 financial year.

5. Resolution on the remuneration received by the members of the
Supervisory Board.

6. Appointment of the Auditors and the Group Auditors for the 2015/16
financial year.

7. Resolution on the authorization of the Management Board to
increase the capital in accordance with Section 169 of the Austrian
Stock Corporation Act (Authorized Capital) in return for
contributions in cash and/or in kind including the authorization of
the Management Board to exclude the preemptive rights and to make the
applicable amendments to the Bylaws.

8. Resolution on the authorizations of the Management Board in
conjunction with the acquisition (repurchase) in accordance with
Section 65 (1) line 8 of the Austrian Stock Corporation Act and the
sale of treasury shares including the authorization of the Management
Board to exclude the disposal rights and purchase rights (preemptive
rights).

DOCUMENTS FOR THE ANNUAL GENERAL MEETING

In particular, the following documents will be presented on the
company's websites www.agrana.com and
http://www.agrana.com/en/investor/annual-general-meeting no later
than June 12th, 2015: - Financial statements - Consolidated financial
statements and summary management report - Corporate governance
report - Proposal for the appropriation of profits - Report of the
Supervisory Board. each for the 2014/15 financial year;

- Proposed resolutions concerning items 2 through 8 of the agenda -
Report by the AGRANA Beteiligungs-Aktiengesellschaft Management Board
in accordance with Section 170 (2) in conjunction with Section 153
(4) of the Austrian Stock Corporation Act on the authorization to
exclude the preemptive rights in conjunction with the authorization
of the Management Board to increase the capital in accordance with
Section 169 of the Austrian Stock Corporation Act (Authorized
Capital) in return for contributions in cash and/or in kind
concerning item 7 of the agenda - Report by the AGRANA
Beteiligungs-Aktiengesellschaft Management Board on the authorization
to exclude the disposal rights of the shareholders during the
repurchase of treasury shares and on the exclusion of the purchase
rights (preemptive rights) during the sale of treasury shares
(Section 65 (1b) in conjunction with Section 153 (4) of the Austrian
Stock Corporation Act) concerning item 8 of the agenda - Bylaws
comparison of the amendments proposed under Top 7 - Form for granting
proxy - Form for granting proxy to a representative of the IVA - Form
for the revocation of a proxy - Full text of this invitation.

NOTICE TO THE RIGHTS OF THE SHAREHOLDERS PURSUANT TO SECTIONS 109,
110, 118 AND 119 OF THE AUSTRIAN STOCK CORPORATION ACT

Addition of Agenda Items by Shareholders Shareholders whose shares
together amount to at least 5% of the share capital and who have been
holders of these shares for a period of at least three months before
the application may request in writing that additional items are
included in the Agenda for this Annual General Meeting, and that an
announcement is made in this respect, provided such request is
received by the Company in writing no later than June 12th, 2015, at
A-1020 Vienna, Friedrich-Wilhelm-Raiffeisen-Platz 1, Attn. Mrs. Mag.
Gertraud Wöber, General Secretary. Each Agenda item requested in this
manner must include a proposed resolution and an explanatory
statement. Shareholder ownership must be proven by submission of a
safe custody receipt pursuant to Section 10a of the Austrian Stock
Corporation Act, which confirms that the applicant shareholders have
owned shares for a period of at least three months prior to the
application, and which must have been issued no more than seven days
prior to its submission to the Company. The other requirements for
the safe custody receipt are included in the statements concerning
the entitlement to participation.

Resolutions for the Agenda Proposed by Shareholders Shareholders
whose shares together amount to at least 1% of the share capital may
submit written proposals for resolutions including an explanatory
statement for any item on the agenda, and may request any such
proposal, including the explanatory statement, to be made available
on the website of the Company, provided such written request is
received by the Company no later than June 24th, 2015, by fax to +43
(0)1 21137 12055, by mail to A-1020 Vienna,
Friedrich-Wilhelm-Raiffeisen-Platz 1, Attn. Mrs. Mag. Gertraud Wöber,
General Secretary, or by email to gertraud.woeber@agrana.com, whereby
the written proposal shall be attached to the email in text format,
e.g. as a PDF. Shareholder ownership must be proven through the
submission of a safe custody receipt pursuant to Section 10a of the
Austrian Stock Corporation Act, which must have been issued no more
than seven days prior to its submission. The other requirements for
the safe custody receipt are included in the statements concerning
the entitlement to participation in the Annual General Meeting.

Right to Information Upon request, every shareholder shall be
entitled to receive information on the affairs of the Company during
the Annual General Meeting, to the extent that such information is
necessary for the proper assessment of an item on the Agenda. The
information may be withheld, should it be deemed to have the
potential, on the basis of a reasonable business assessment, to cause
significant harm to the Company or any associated enterprise, or
should its disclosure provide reason for legal proceedings. To ensure
the effectiveness of the Annual General Meeting, any questions to
which an answer may require lengthy preparation must be submitted by
July 2nd, 2015, at 4:00 p.m., to the Management Board, Attn. Mrs.
Mag. Gertraud Wöber, General Secretary, by fax to +43 (0)1 21137
12055 or by email to gertraud.woeber@agrana.com.

Annual General Meeting Proposals Irrespective of their specific
number of shares, all shareholders are authorized to make proposals
pertaining to each item on the Agenda at the Annual General Meeting.
The prerequisite for this is the proof of eligibility within the
meaning of the convocation.

Information on the Website Further information on these shareholder
rights pursuant to Sections 109, 110, 118 and 119 of the Austrian
Stock Corporation Act is now available on the Company's website
www.agrana.com (Investors/Annual General Meeting).

RECORD DATE AND PARTICIPATION IN THE ANNUAL GENERAL MEETING

The entitlement to participate in the Annual General Meeting and to
exercise the voting right and any other rights of shareholders to be
asserted in connection with the Annual General Meeting is based on
the shareholdings at the end of day on June 23rd, 2015 (record date).
Only persons who hold shares on the record date and provide evidence
thereof shall be entitled to participate in the Annual General
Meeting. The ownership of the shares held on the record date must be
proven by a safe custody receipt pursuant to Section 10a of the
Austrian Stock Corporation Act, which must be received by the Company
no later than June 30th, 2015 exclusively at one of the addresses
shown below.

By mail or AGRANA Beteiligungs-Aktiengesellschaft

carrier: Attn. Mrs. Mag. Gertraud Wöber
General Secretary
Friedrich-Wilhelm-Raiffeisen-Platz 1
A-1020 Vienna

By fax: +43 (0)1 8900 500 - 58 By email:
anmeldung.agrana@hauptversammlung.at; whereby the safe custody
receipt shall be attached to the email in text format, e.g. as a PDF.
By SWIFT: GIBAATWGGMS (Message Type MT598; ISIN AT0000603709 must be
specified in the text)

Safe Custody Receipt Pursuant to Section 10a of the Austrian Stock
Corporation Act The safe custody receipt must be issued by the
custodian bank with its registered office in either a member state of
the European Economic Area or a full member state of the OECD and
shall contain the following data: - Information about the issuer:
name/company and address or a standard code used for transactions
between banks (BIC code); - Information about the shareholder:
name/company, address, date of birth for individuals, register and
register number for legal entities, if applicable; - Information
about the shares: number of shares held by the shareholder; ISIN
AT0000603709; - Deposit number and/or any other description; - Time
to which the safe custody receipt refers.

The safe custody receipt as evidence of the shareholding in order to
participate in the Annual General Meeting must refer to the record
date stated above, i.e. June 23rd, 2015. The safe custody receipt
shall be accepted in German or in English.

REPRESENTATION BY PROXY

Each shareholder entitled to participate in the Annual General
Meeting has the right to appoint a proxy to participate in the Annual
General Meeting in the name of this shareholder with the same rights
as the shareholder whom the proxy represents. Proxy must be granted
to a specific person (an individual or a legal entity) in writing.
Multiple persons may also be granted proxy.

The proxy must be received by the Company exclusively at any of the
addresses listed below:

By mail or AGRANA Beteiligungs-Aktiengesellschaft
carrier: Attn. Mrs. Mag. Gertraud Wöber
General Secretary
Friedrich-Wilhelm-Raiffeisen-Platz 1
A-1020 Vienna

By fax: +43 (0)1 8900 500 - 58 By email:
anmeldung.agrana@hauptversammlung.at; whereby the safe custody
receipt shall be attached to the email in text format, e.g. as a PDF.
In person: Upon registration for the Annual General Meeting at the
meeting venue.

Forms for the granting and revocation of proxy are available upon
request or can be downloaded from the Company's website at
www.agrana.com. If the proxy is not personally presented on the day
of the Annual General Meeting, it must be submitted to the Company by
July 2nd, 2015 at 4:00 p.m. at the latest. The above rules on the
granting of proxy shall apply mutatis mutandis to the revocation of
the same.

INDEPENDENT VOTING REPRESENTATIVES

As a special service to the shareholders, a representative from the
Investor's Association (Interessenverband für Anleger, IVA), A-1130
Vienna, Feldmühlgasse 22, will be available as an independent
representative for the exercise of voting rights, subject to
instructions, at the Annual General Meeting; for this, a special
proxy form can be downloaded from the Company's website at
www.agrana.com. In addition, you may also contact Mr. Dr. Michael
Knap from IVA directly at tel. +43 (0)1 8763343-30, fax +43 (0)1
8763343-39, or email michael.knap@iva.or.at.

TOTAL NUMBER OF SHARES AND VOTING RIGHTS

At the Annual General Meeting convening date, the share capital of
the Company, amounting to EUR 103,210,249.78, is divided into
14,202,040 bearer shares (shares). Each share holds one vote. At the
convening date of the Annual General Meeting, the Company holds no
treasury shares. Twenty-five shares pursuant to Section 67 in
conjunction with Section 262 (29) of the Austrian Stock Corporation
Act have been declared cancelled. At the convening date of the Annual
General Meeting, the total number of participating and voting shares
is 14,202,015.

In order to ensure that the admission checks run smoothly, we would
like to ask the shareholders to arrive in due time before the
beginning of the Annual General Meeting. Admission for the collection
of voting cards shall start at 10:00 a.m.

Shareholders who have not received either entry tickets or copies of
the safe custody receipts from their custodian banks are requested to
bring an official form of valid photographic identification to the
Annual General Meeting.

Vienna, June 2015

The Management Board

Further inquiry note:
AGRANA Beteiligungs-AG

Mag.(FH) Hannes Haider
Investor Relations
Tel.: +43-1-211 37-12905
e-mail:hannes.haider@agrana.com

Mag.(FH) Markus Simak
Public Relations
Tel.: +43-1-211 37-12084
e-mail: markus.simak@agrana.com

end of announcement euro adhoc
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issuer: AGRANA Beteiligungs-AG
F.-W.-Raiffeisen-Platz 1
A-1020 Wien
phone: +43-1-21137-0
FAX: +43-1-21137-12926
mail: info.ab@agrana.com
WWW: www.agrana.com
sector: Food
ISIN: AT0000603709
indexes: WBI, ATX Prime
stockmarkets: Präsenzhandel: Berlin, Stuttgart, Frankfurt, official market: Wien
language: English