EANS-General Meeting: voestalpine 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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The German version of this invitation shall be binding. This English
translation is for information purposes only.

voestalpine AG, Linz
Invitation
to the
23rd Annual General Meeting
of the Company,

taking place on Wednesday, July 1, 2015 at 10:00 a.m. in the Design
Center Linz, Europaplatz 1, A-4020 Linz.

Agenda:

1) Presentation of the approved annual financial statements of voestalpine
AG, the management report combined with the group management report, the
proposal with respect to the distribution of profits, the consolidated
financial statements, the corporate governance report and the report of
the Supervisory Board to the Annual General Meeting on business year
2014/2015
2) Resolution on the allocation of the balance sheet profit of the business
year 2014/2015
3) Resolution on the discharge of the members of the Management Board for
business year 2014/2015
4) Resolution on the discharge of the members of the Supervisory Board for
business year 2014/2015
5) Resolution on the election of the auditor for the annual financial
statements and consolidated financial statements for business year
2015/2016
6) Resolution on the authorization of the Management Board of voestalpine AG
a) to purchase own shares in accordance with Sec. 65 para. 1 no. 4 and
no. 8 as well as para. 1a and para 1b of the Austrian Stock Corporation
Act ("Aktiengesetz or AktG") both on the stock exchange and over-the-
counter to the maximum extent of a total of 10% of the share capital also
by excluding pro rata disposal rights which may accompany such an
acquisition (reverse exclusion of subscription rights),
b) in accordance with Sec. 65 para. 1b Austrian Stock Corporation Act
to determine a method of selling own shares in a manner other than via the
stock exchange or a public offer based on the provisions on the exclusion
of shareholders' subscription rights,
c) to decrease the share capital of the Company by a redemption of
these own shares without any further resolution by the Annual General
Meeting.

Annual General Meeting Documents

The following documents will be available on the Company's
website www.voestalpine.com no later than June 10, 2015:

· Annual financial statements,
· Corporate governance report,
· Consolidated financial statements,
· Management report (combined with the group management report),
· Proposal with respect to the distribution of profits,
· Report of the Supervisory Board,
in each case for business year 2014/2015;
· Resolution proposals for agenda items 2-6
· report by the Management Board in accordance with Sec. 65 para. 1b
together with Sec. 170 para. 2 and Sec. 153 para. 4 Austrian Stock
Corporation Act with regard to item 6 of the agenda
· Proxy authorisation form
· Proxy cancellation form
· Complete text of this invitation.

Information on shareholder rights under Secs. 109, 110, and 118 of the AktG

Shareholders whose combined holdings represent at least 5% of the
share capital and who have owned these shares for at least three
months prior to making such request have the right to request in
writing that additional items be put on the agenda of this Annual
General Meeting and be published provided that such request is made
in writing and delivered to the Company no later than June 10, 2015
only to the address voestalpine-Strasse 1, 4020 Linz, Attn. Mr.
Christian Kaufmann, Head of Legal, M&A and Compliance. Each agenda
item requested must be accompanied by a resolution proposal and a
statement of reasons. Proof of shareholder status must be provided by
submitting a deposit certificates in accordance with Sec. 10a of the
AktG that confirms that the requesting shareholder has owned the
shares for at least three months before the request and must no more
than seven days old at the time it is submitted to the Company.
Please refer to the section on the right to attend the Annual General
Meeting for information on the other requirements for the deposit
certificate.

Shareholders whose combined holdings represent at least 1% of the
share capital have the right to submit resolution proposals in text
form for any agenda item, together with a statement of reasons, and
request that these proposals, together with the names of the
shareholders concerned, the reasons given and any statement by the
Management Board or Supervisory Board, be made available on the
Company's website. Such requests must be delivered to the Company in
text form no later than June 22, 2015 either by fax to +43 (0) 50304
15 5872 or to the address voestalpine-Strasse 1, 4020 Linz, Attn. Mr.
Christian Kaufmann, Head of Legal, M&A and Compliance or by e-mail to
christian.kaufmann@voestalpine.com, in which case such request
submitted in text form, such as a pdf file, must be sent as an
attachment to the e-mail. Proof of shareholder status must be
provided by submitting a deposit certificate in accordance with Sec.
10a of the AktG that is no more than seven days old at the time it is
submitted to the Company. Please refer to the section on the right to
attend the Annual General Meeting for information on the other
requirements for the deposit certificate.

Every shareholder has the right to request information on any matters
pertaining to the Company provided that such information is needed to
properly evaluate an agenda item. Information may be denied if, based
on the assessment of a prudent businessman, it could cause
significant detriments to the Company or an affiliated company, or if
provision of the information would be punishable.

To make efficient use of time during the Annual General Meeting,
questions whose answers require lengthy preparation should be
submitted in text form to the Management Board in timely fashion
before the Annual General Meeting. Such questions should be submitted
to the address Investor Relations Department, voestalpine-Strasse 1,
4020 Linz, Attn. Mr. Peter Fleischer or by e-mail to
IR@voestalpine.com or by fax to +43 (0) 50304 55 5581.

Presenting motions at the Annual General Meeting according Sec. 119
AktG

Regardless of the number of shares held, every shareholder has the
right to make motions on any agenda item during the Annual General
Meeting.

Additional information on these shareholder rights, which are
provided for in Secs. 109, 110, 118 and 119 of the AktG, is currently
available on the Company's website www.voestalpine.com.

QUALIFYING DATE AND RIGHT TO ATTEND THE ANNUAL GENERAL MEETING

Under Sec. 111 of the AktG, the right to attend the Annual General
Meeting, the right to exercise voting rights and other shareholder
rights that can be exercised at the Annual General Meeting are based
on share ownership at the end day on June 21, 2015 (record date).

The Annual General Meeting may only be attended by persons who are
shareholders on the record date and provide proof of this to the
Company.

Proof of share ownership on the record date must be provided by
delivering a deposit certificate in accordance with Sec. 10a of the
AktG to the Company no later than June 26, 2015 only to one of the
following addresses.

By mail voestalpine AG
(in written form) Legal, M&A and Compliance
Attn. Mr. Christian Kaufmann
voestalpine-Strasse 1
4020 Linz
By fax: +43 (0)1 8900 500 57
By e-mail: anmeldung.voestalpine@hauptversammlung.at;
however, only with a qualified electronic signature in
accordance with Sec. 4 para. 1 of the SignaturG (Austrian
Digital Signature Act)
By SWIFT: GIBAATWGGMS - Message Type MT598; ISIN AT0000937503 must be
indicated in the text

Deposit certificates in accordance with Sec. 10a of the AktG

The deposit certification must be issued by a custodian financial
institution domiciled in a member state of the European Economic Area
or a full member state

of the OECD and must contain the following information:
· Information on the issuer: name or company name and address or a
code commonly used in dealings between banks (BIC),
· Information on the shareholder: name or company name, address, date
of birth for natural persons, and register and register number, if
applicable,for legal entities,
· Information on the shares: number of shares held by the shareholder,
ISIN AT0000937503,
· Securities account number and/or other designation,
· Date to which the deposit certificate refers.

The deposit certificate providing proof of share ownership must refer to the
record date June 21, 2015 (end of this day) indicated above.

The deposit certificate will be accepted in German or English.

By registering for the Annual General Meeting and/or submitting a
deposit certificate shareholders will not be prevented from freely
disposing of their shares. However, in case of a transfer of shares
only the person who was a shareholder on the record date has the
right to attend the Annual General Meeting.

Declaration of invalidity of physical share certificates

It was reported in the 21st Annual General Meeting of voestalpine AG
that voestalpine AG is required to replace all outstanding bearer
share certificates (physical share certificates) with a global
certificate and deposit this global certificate with Oesterreichische
Kontrollbank AG (OeKB). Based on an approval of April 19, 2013, by
the Regional Court of Linz (Landesgericht Linz), three notices were
published in the Official Gazette of the Wiener Zeitung newspaper
requesting that all shareholders of the Company holding physical
bearer ordinary share certificates submit their certificates no later
than October 23, 2013, and the Management Board adopted a resolution
on November 4, 2013 declaring the physical bearer share certificates
that had not been submitted to be invalid in accordance with Sec. 67
of the AktG in combination with Sec. 262 para. 29 of the AktG; the
notice to this effect was published in the Official Gazette of the
Wiener Zeitung newspaper on November 8, 2013.

The declaration of invalidity rendered these physical share
certificates invalid, which means that their holders do not have the
right to attend the Annual General Meeting of voestalpine AG and
exercise voting rights. Shareholders who still have physical share
certificates can submit the invalid share certificates to UniCredit
Bank Austria AG, Schottengasse 6-8, 1010 Vienna, as receiving agent,
or their custodian financial institution during normal business hours
with a request for a credit to their securities account equal to the
number of shares submitted. To ensure they have the right to attend
the upcoming Annual General Meeting, shareholders must do this early
enough that the securities account credit is performed no later than
the qualification date, June 21, 2015.

REPRESENTATION BY PROXY

Every shareholder who has the right to attend the Annual General
Meeting has the right to appoint a proxy who can attend the Annual
General Meeting on behalf of the shareholder and has the same rights
as the shareholder she/he represents.

Proxy authorisation must be granted to a specific person (natural
person or legal entity) in text form; more than one person may also
be authorised.

The proxy authorisation must be delivered to the Company only to one
of the following addresses:

By post voestalpine AG
Legal, M&A and Compliance
Attn. Mr. Christian Kaufmann
voestalpine-Strasse 1
4020 Linz
By fax: +43 (0)1 8900 500 57
By e-mail: anmeldung.voestalpine@hauptversammlung.at; the proxy
authorisation in text form, for example as pdf file,
must be attached to the e-mail
By SWIFT: GIBAATWGGMS - Message Type MT598; ISIN AT0000937503 must be
indicated in the text
In person: During registration at the location of the Annual General
Meeting

Proxy authorisation and proxy cancellation forms will be sent upon request and
may be downloaded from the Company's website at www.voestalpine.com.

Unless the proxy authorisation is handed over in person during registration on
the date of the Annual General Meeting, it must be delivered to the Company no
later than 4 p.m on June 30, 2015.

The rules indicated above with respect to proxy authorisation apply similarly to
proxy cancellation.

As a special service, a representative from the "Interessenverband für Anleger"
(IVA, Austrian Association of Investors), Feldmühlgasse 22/4, 1130 Vienna, is

available to shareholders as an independent voting proxy for
exercising voting rights in accordance with shareholder instructions
at the Annual General Meeting. IVA is currently planning to send Mr.
Wilhelm Rasinger to represent shareholders at this Annual General
Meeting. A special proxy form for authorising Mr. Wilhelm Rasinger
may be downloaded from the Company's website at www.voestalpine.com
and must be delivered to the Company only to one of the addresses
indicated above for delivery of proxy authorisations. Shareholders
may also contact Mr. Wilhelm Rasinger directly at IVA by phone +43
(0)1 876334 30, fax +43 (0)1 8763343 39 or e-mail rasinger@iva.or.at.
Shareholder must provide Mr. Wilhelm Rasinger with instructions on
how he (or a sub-proxy authorised by Mr. Wilhelm Rasinger) is to
exercise their voting rights. Mr. Wilhelm Rasinger only exercises
voting rights based on the instructions given by the shareholder.
Without explicit instructions, Mr. Wilhelm Rasinger will not exercise
voting rights based on the proxy authorisation.

Total number of shares

On the date the Annual General Meeting was convened, the Company had
share capital of EUR 317,851,287.79 divided into 174,949,163 no-par
bearer shares. Each share grants one vote. On the date the Annual
General Meeting was convened, the Company held 28,597 treasury shares
that do not confer any rights. 8,975 shares were declared invalid in
accordance with Sec. 67 para. 2 in combination with Sec. 262 para. 29
of the AktG whereof 8,631 shares have not been submitted and credited
to securities accounts on the date the Annual General Meeting was
convened. Therefore, on the date the Annual General Meeting was
convened there were a total of 174,911,935 shares giving their owners
the right to attend and vote at the Annual General Meeting. There are
no other classes of shares.

In order to avoid delays at the entrance checks, shareholders are
asked to present themselves in due time before the start of the
Annual General Meeting. Voting cards may be collected starting at
9:00 a.m.

Shareholders who did not receive admission cards or copies of the
deposit certificates from their custodian financial institution are
requested to bring valid official photo identification to the Annual
General Meeting.

Internet broadcast of part of the Annual General Meeting

Shareholders of the Company and interested members of the public may
follow the speech by the Chairman of the Management Board at the
Annual General Meeting on July 1, 2015 live on the Internet at
www.voestalpine.com starting at approx. 10:00 a.m. No video or audio
broadcast of any other part of the Annual General Meeting will take
place.

Linz, June 2015
The Management Board

Further inquiry note:
DI Peter Fleischer
Head of Investor Relations
Tel.: +43/50304/15-9949
Fax: +43/50304/55-5581
mailto:peter.fleischer@voestalpine.com
http://www.voestalpine.com

end of announcement euro adhoc
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issuer: voestalpine AG
voestalpine-Straße 1
A-4020 Linz
phone: +43 50304/15-9949
FAX: +43 50304/55-5581
mail: IR@voestalpine.com
WWW: www.voestalpine.com
sector: Metal Goods & Engineering
ISIN: AT0000937503
indexes: WBI, ATX Prime, ATX
stockmarkets: official market: Wien
language: English