Alstria office REIT : Invitation to the annual general meeting (with agenda) 2024

Overview containing information in accordance with table 3 of the annex of the Implementing Regulation (EU) 2018/1212 (‟DVO") for the notification pursuant to section 125 of the German Stock Corporation Act

1. Specification of the message

1. Unique identifier of the event Annual general meeting of alstria office REIT-AG 2024, held in presence (Formal specification according to DVO: cb4d5f794df7ee11b53100505696f23c)

1. Specification of the issuer

1. Specification of the meeting

4. Location of the general meeting House of the Patriotic Society (Haus der Patriotischen Gesellschaft),

1st floor, Reimarus-Saal, entrance: Trostbrücke 6, 20457 Hamburg, Germany

6. Uniform Resource Locator (URL) https://alstria.com/investor/#generalmeeting

Further information on the notice of the general meeting (blocks D through F of table 3 of the annex of the DVO):

Further information on participation in the general meeting (block D), the agenda (block E) and specification of the deadlines regarding the exercise of other shareholder rights (block F) can be found on the Company's website at

https://alstria.com/investor/#generalmeeting.

• For further information on the record date under stock corporation law and its significance, please refer to the section ‟Further information and instructions - 2. Requirements for participating in the general meeting and for exercising the voting rights" in this invitation to the annual general meeting.

Overview of the agenda

1. Presentation of the adopted annual financial statements of alstria office REIT-AG and the approved consolidated financial statements as well as the combined management report for alstria office REIT-AG and the group as at December 31, 2023, and the report of the supervisory board for the 2023 financial year
2. Formal approval of the actions of the management board for the 2023 financial year
3. Formal approval of the actions of the supervisory board for the 2023 financial year
4. Appointment of the auditors and the group auditors for the 2024 financial year as well as the auditors for the review of the half-year financial report as at June 30, 2024, of further interim financial reports for the 2024 financial year and for the 2025 financial year until the next annual general meeting
5. Approval of the remuneration report for the financial year ended December 31, 2023
6. Creation of a new Authorized Capital 2024 against contributions in cash and/or kind with authorization to exclude subscription rights, cancellation of Authorized Capital I 2020 and corresponding amendments to the articles of association
7. Authorization for the issue of convertible or option bonds, profit participation rights or participating bonds with exclusion of subscription rights, creation of a new Conditional Capital 2024, cancellation of the authorization dated September 29, 2020 for the issue of convertible or option bonds, profit participation rights or participating bonds and cancellation of Conditional Capital I 2020 and Conditional Capital III 2020, amendments to the articles of association
8. Amendments to the articles of association regarding the general meeting (record date, chair and place)

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This is a convenience translation of the original German document which is available under: https://alstria.de/investoren/#hauptversammlung

alstria office REIT-AG

Hamburg, Germany

ISIN: DE000A0LD2U1

We hereby invite the shareholders to the annual general meeting of alstria office REIT-AG (‟alstria" or ‟Company") on

Thursday, June 6, 2024 at 10:00 hours CEST

at the House of the Patriotic Society (Haus der Patriotischen Gesellschaft), 1st floor, Reimarus-Saal, entrance: Trostbrücke 6, 20457 Hamburg, Germany.

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Agenda of the general meeting

1. Presentation of the adopted annual financial statements of alstria office REIT-AG and the approved consolidated financial statements as well as the combined management report for alstria office REIT-AG and the group as at December 31, 2023, and the report of the supervisory board for the 2023 financial year

The aforementioned documents also contain the explanatory report of the management board on the disclosures pursuant to sections 289a and 315a of the German Commercial Code (Handelsgesetzbuch, ‟HGB") and can be viewed on the Company's website at

https://alstria.com/investor/#generalmeeting.

The documents will also be available in hard copy at the general meeting.

On March 7, 2024, the supervisory board approved the annual financial statements and consolidated financial statements prepared by the management board on March 1, 2024; the annual financial statements are thus adopted. The annual financial statements will therefore not be adopted by the general meeting. The documents specified in this item of the agenda are to be made accessible to the general meeting in accordance with section 176 paragraph 1 sentence 1 of the German Stock Corporation Act (Aktiengesetz, ‟AktG") without requiring a separate resolution in this regard.

1. Formal approval of the actions of the management board for the 2023 financial year
   The management board and supervisory board propose that formal approval be given to the member of the manage- ment board who was in office in the 2023 financial year for this period.
2. Formal approval of the actions of the supervisory board for the 2023 financial year
   The management board and supervisory board propose that formal approval be given to the members of the super- visory board who were in office in the 2023 financial year for this period.
3. Appointment of the auditors and the group auditors for the 2024 financial year as well as the auditors for the review of the half-year financial report as at June 30, 2024, of further interim financial reports for the 2024 financial year and for the 2025 financial year until the next annual general meeting
   The supervisory board proposes to the general meeting, based on the corresponding recommendation of its audit committee, to resolve as follows:
   Deloitte GmbH Wirtschaftsprüfungsgesellschaft, Hamburg, is appointed as auditors and group auditors for the 2024 financial year as well as auditors to review the half-year financial report as at June 30, 2024, further interim financial reports in the 2024 financial year and for the 2025 financial year until the next annual general meeting.
   In its recommendation, the audit committee has stated that this recommendation is free from undue influence by a third party and no clause restricting the choice within the meaning of Art. 16 paragraph 6 of the EU Regulation on statutory auditors or audit firms (Regulation (EU) No. 537/2014 of the European Parliament and of the Council of April 16, 2014 on specific requirements regarding statutory audit of public-interest entities and repealing Commission Decision 2005/909/EC) (‟EU Audit Regulation") has been imposed upon it.
4. Approval of the remuneration report for the financial year ended December 31, 2023
   The remuneration report of alstria explains the main elements of the remuneration granted in the last financial year to the individual current or former members of the management board and supervisory board of the Company and of companies in the same group. It describes the amount and structure of the remuneration. The management board and supervisory board have jointly prepared the remuneration report and ensured that it complies with the statutory legal requirements of section 162 AktG. The remuneration report was audited by Deloitte GmbH Wirtschaftsprüfungs- gesellschaft in accordance with the requirements of section 162 paragraph 3 AktG.
   For further details, please refer to the remuneration report for the financial year ended December 31, 2023, which is reproduced together with the auditor's report following the agenda.
   The report on the audit of the remuneration report (https://www.alstria.com/audit-report-remuneration-report-2023),the current remuneration system for the management board (https://alstria.com/remuneration-system-management-board-2022)and the supervisory board (https://alstria.com/remuneration-system-supervisory-board-2023)as well as the remuneration report (https://alstria.com/remuneration-report-2023.pdf)are also published on the Company's website.
   The management board and supervisory board propose to approve the remuneration report of alstria office REIT-AG for the financial year ended December 31, 2023.

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6. Creation of a new Authorized Capital 2024 against contributions in cash and/or kind with authorization to exclude subscription rights, cancellation of Authorized Capital I 2020 and corresponding amendments to the articles of association

The authorization granted to the management board by the general meeting on September 29, 2020 under agenda item 8.1 to increase, with the approval of the supervisory board, the Company's share capital on or before September 28, 2025 one or more times by up to a total amount of EUR 35,198,684.00 through the issuance of new, no-par value bearer shares against contributions in cash and/or kind (Authorized Capital I 2020) shall be renewed. The Authorized Capital I 2020 shall therefore be replaced by a new Authorized Capital 2024.

The management board and supervisory board therefore propose to resolve as follows:

1. Authorization
   The management board shall be authorized, with the approval of the supervisory board, to increase the share capital of the Company on or before June 5, 2029 by up to EUR 89,280,786.00 through the issuance, one or more times, of up to 89,280,786 new, no-par value bearer shares against contributions in cash and/or kind (authorized capital pursuant to sections 202 et seq. AktG, ‟Authorized Capital 2024"). In principle, the share- holders are to be granted subscription rights. The statutory subscription right may also be exercised in such manner that the new shares are acquired by a financial institution or a similar entity pursuant to section 186 paragraph 5 sentence 1 AktG or a syndicate of such financial institutions or entities with an obligation to offer such shares to the shareholders for subscription (indirect subscription right).
   However, the management board shall be authorized, with the approval of the supervisory board, to exclude the shareholders' subscription rights either completely or partially if shares are issued against cash contributions in an amount of up to 20 % of the share capital at the time this authorization takes effect or, if this value is lower, at the time this authorization is exercised. If the subscription right is excluded, the issue price of the new shares must not be significantly lower than the stock market price (section 186 paragraph 3 sentence 4 AktG). If other authorizations to issue or dispose of shares of the Company or to issue rights which enable or oblige to subscribe for shares of the Company are exercised during the term of this authorization up to its utilization under exclusion of the subscription right pursuant to or in accordance with section 186 paragraph 3 sentence 4 AktG, this must be counted towards the aforementioned 20 % limit.
   In addition, the management board shall be authorized, with the approval of the supervisory board, to exclude the shareholders' subscription right either completely or partially in the case of shares issued against contri- butions in kind, in particular for the purpose of acquiring companies, business units, interests in companies or other assets or claims.
   The management board shall also be authorized, with the approval of the supervisory board, to exclude the shareholders' subscription rights for fractional amounts either completely or partially and to exclude the sub- scription rights also to the extent necessary in order to grant subscription rights for new shares to creditors of bonds (including participation rights) carrying conversion or option rights or a conversion or option obligation issued by the Company in the scope in which they would be entitled to upon exercising conversion or option rights or fulfilling conversion or option obligations, as the case may be.
   The management board shall furthermore be authorized, with the approval of the supervisory board, to stipulate the further content of the share rights and the terms and conditions for the issuance of the shares.
2. Cancellation of Authorized Capital I 2020
   The authorization to increase the share capital of the Company (Authorized Capital I 2020) and to exclude sub- scription rights, adopted by the shareholders in the annual general meeting on September 29, 2020 under items 8.1, 8.2 and 8.3 of the agenda, shall be cancelled at the time at which the Authorized Capital 2024 pursuant to the aforementioned paragraph a) takes effect.
3. Amendments to the articles of association
   Section 5 paragraph 3 and 4 of the articles of association shall be revised as follows:
   ‟(3) The management board is authorized, with the approval of the supervisory board, to increase the share capital of the Company on or before June 5, 2029 by up to EUR 89,280,786.00 through the issuance, one or more times, of up to 89,280,786 new, no-par value bearer shares against contributions in cash and/or kind (authorized capital pursuant to sections 202 et seq. AktG, Authorized Capital 2024). In principle, the sharehold- ers are to be granted subscription rights. The statutory subscription right may also be exercised in such manner that the new shares are acquired by a financial institution or a similar entity pursuant to section 186 paragraph 5 sentence 1 AktG or a syndicate of such financial institutions or entities pursuant to section 186 paragraph 5 with an obligation to offer such shares to the shareholders for subscription (indirect subscription right).
   However, the management board is authorized, with the approval of the supervisory board, to exclude the shareholders' subscription rights either completely or partially if shares are issued against cash contributions in an amount of up to 20 % of the share capital at the time this authorization takes effect or, if this value is lower, at the time this authorization is exercised. If the subscription right is excluded, the issue price of the new shares must not be significantly lower than the stock market price (section 186 paragraph 3 sentence 4 AktG). If other

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authorizations to issue or dispose of shares of the Company or to issue rights which enable or oblige to subscribe for shares of the Company are exercised during the term of this authorization up to its utilization under exclusion of the subscription right pursuant to or in accordance with section 186 paragraph 3 sentence 4 AktG, this must be counted towards the aforementioned 20 % limit.

In addition, the management board is authorized, with the approval of the supervisory board, to exclude the shareholders' subscription right either completely or partially in the case of shares issued against contributions in kind, in particular for the purpose of acquiring companies, business units, interests in companies or other assets or claims.

The management board is also authorized, with the approval of the supervisory board, to exclude the share- holders' subscription rights for fractional amounts either completely or partially and to exclude the subscription rights also to the extent necessary in order to grant subscription rights for new shares to creditors of bonds (including participation rights) carrying conversion or option rights or a conversion or option obligation issued by the Company in the scope in which they would be entitled to upon exercising conversion or option rights or fulfilling conversion or option obligations, as the case may be.

The management board is furthermore authorized, with the approval of the supervisory board, to stipulate the further content of the share rights and the terms and conditions for the issuance of the shares.

(4) (cancelled)"

Section 5 paragraph 4a of the articles of association is cancelled.

1. Authorization to modify the articles of association
   The supervisory board shall be authorized to modify the wording of the articles of association to reflect the scope of a capital increase from Authorized Capital 2024 carried out in any individual case and to make any related modifications to the articles of association that only affect the wording. The same applies in the event the Authorized Capital 2024 has not at all or not fully been utilized until the expiry of the authorization.
2. Application for registration of the amendment to the articles of association
   The management board shall be instructed to apply for registration of the cancellation of the existing Authorized Capital I 2020 in the Company's commercial register only together with the creation of the new Authorized Capital 2024 in the amount of EUR 89,280,786.00 with the corresponding amendments to the articles of association adopted pursuant to paragraph c) above, with the provision that the cancellation of the Authorized Capital I 2020 is only to be entered into the commercial register if it is ensured that the new Authorized Capital 2024 will be entered into the commercial register at the same time or immediately thereafter.

7. Authorization for the issue of convertible or option bonds, profit participation rights or participating bonds with exclusion of subscription rights, creation of a new Conditional Capital 2024, cancellation of the authorization dated September 29, 2020 for the issue of convertible or option bonds, profit participation rights or participating bonds and cancellation of Conditional Capital I 2020 and Conditional Capital III 2020, amendments to the articles of association

Convertible or option bonds, profit participation rights or participating bonds can be essential instruments for securing sufficient capital resources as vital foundation for the development of a company. When using such financial instru- ments, the Company receives capital which it may possibly retain as equity capital later on.

The Company's management board was last authorized by resolution of the general meeting on September 29, 2020 to issue convertible or option bonds, profit participation rights or participating bonds and to exclude subscription rights. This authorization shall be renewed. In line with the authorization for Authorized Capital 2024 provided for under agenda item 6, a term of five years is likewise proposed. The authorization from 2020 for the issue of convertible bonds or option bonds, profit participation rights or participating bonds with Conditional Capital I 2020 shall be can- celled. In addition, an authorization to issue convertible profit participation certificates to employees using Conditional Capital III 2020 was created in 2020. Rights to subscribe for shares from Conditional Capital III 2020 no longer exist. Conditional Capital III 2020 shall therefore also be cancelled.

Therefore, the management board and supervisory board propose to resolve as follows:

1. Authorization for the issue of convertible or option bonds, profit participation rights or participating bonds
   (or combinations of these instruments)
2. 1. Term of authorization, nominal amount
      The management board shall be authorized, subject to the approval of the supervisory board, to issue bearer convertible or option bonds, profit participation rights or participating bonds and/or combinations of these instruments (together ‟Bonds") once or several times on or before June 5, 2029, with a total nominal amount of up to EUR 1,786,000,000,00 and to grant the holders or creditors of Bonds (‟Holders") conversion or option rights to a total of up to 89,280,786 no-par value bearer shares in the Company with a proportionate amount of the share capital in the total amount of up to EUR 89,280,786.00 in accordance with the more detailed provisions of the terms and conditions of the Bonds. The Bonds may be issued against contribution in cash or kind, in particular investments in other companies.

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The terms and conditions of the Bonds may also include a conversion obligation or an obligation to exercise an option at the end of the term or at an earlier date.

Different durations may be stipulated for the terms of the Bonds. In addition to issuances in Euros, the Bonds may also be issued in the legal currency of any OECD country, limited to the appropriate equivalent amount in Euros. Upon issuance in a currency other than Euro, the respective equivalent, as calculated on the basis of the Euro reference rate of the European Central Bank on the day before the resolution to issue the Bonds is passed, is to be used as basis.

1. Subscription rights, exclusion of subscription rights
   Shareholders shall in principle be entitled to subscription rights for the Bonds. The statutory subscription right may also be granted in such manner that the Bonds are acquired by a financial institution or a similar entity pursuant to section 186 paragraph 5 sentence 1 AktG or a syndicate of such financial institutions or entities with an obligation to offer them to the shareholders for subscription (indirect subscription right).
   However, the management board shall be authorized, subject to the approval of the supervisory board, to exclude the shareholders' subscription rights
2. • for fractional amounts;
   • to the extent necessary in order to grant subscription rights for new shares to the Holders of Bonds carrying conversion or option rights or a conversion or option obligation issued by the Company in the scope in which they would be entitled to upon exercising conversion or option rights or fulfilling conversion or option obligations, as the case may be;
   • to the extent Bonds are issued against cash payment and the issue price is not significantly lower than the theoretical market value of the Bonds determined according to recognised principles of financial mathematics.
     However, this authorization to exclude subscription rights only applies to Bonds with rights to shares representing a proportionate amount of the share capital of no more than 20% of the share capital existing either at the time this authorization takes effect or, if this value is lower, on the date this authorization is exercised. When calculating the aforementioned 20% limit, such shares are to be counted:
   • • which are issued during the term of this authorization from an authorized capital with an exclusion of shareholders' subscription rights pursuant to section 186 paragraph 3 sentence 4 AktG;
     • which are acquired on the basis of an authorization granted by the general meeting and are disposed of during the term of this authorization with an exclusion of subscription rights pursuant to section 71 paragraph 1 number 8 sentence 5 in conjunction with section 186 paragraph 3 sentence 4 AktG;
     • to the extent Bonds are issued against contribution in kind.

To the extent that profit participation rights or participating bonds without conversion rights/obligations or option rights/obligations are issued, the management board shall be authorized, subject to the approval of the supervisory board, to exclude the shareholders' subscription rights in their entirety if the terms and conditions applicable to such profit participation rights or participating bonds are similar to that of obligatory relationships, i.e., if they do not confer any membership rights in the Company, grant no right to participate in the liquidation proceeds and the interest rate is not calculated on the basis of the amount of the net income, annual net profit or dividends. In such event, in addition, the interest rate and the issue price of the profit participation rights or participating bonds have to correspond to current market conditions at the time of the issue.

1. Conversion rights, conversion obligations
   If Bonds carrying conversion rights and/or conversion obligations are issued, the Holders will have the right or the obligation to convert their Bonds in accordance with the more detailed terms and conditions of the Bonds determined by the management board with the approval of the supervisory board into no-par value bearer shares of alstria office REIT-AG. The pro rata amount of the share capital of the shares in the Company to be issued per Bond upon conversion may not exceed the nominal amount of the Bonds. Section 9 paragraph 1 in conjunction with section 199 paragraph 2 AktG must be observed. The exchange ratio shall be calculated by dividing the nominal value of the Bond by the determined conversion price for one share of the Company.

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1. 1. Option rights, option obligations
      If Bonds carrying option rights and/or option obligations, one or more warrants shall be attached to each individual Bond, entitling or requiring the Holders to subscribe for no-par value bearer shares of alstria office REIT-AG in accordance with the more detailed terms and conditions of the Bonds to be determined by the management board with the approval of the supervisory board. With respect to option bonds denominated in Euros issued by alstria office REIT-AG, the terms and conditions of the Bonds may stipulate that the payment of the option price may also be effected in kind, particularly by the transfer of individual Bonds (trade-in) and, if necessary, an additional cash premium. The proportional amount of the share capital attributable to the shares to be subscribed for each individual Bond may not exceed the nominal value of the individual Bonds.
   2. Conversion or option price
      If Bonds carrying conversion rights and/or conversion obligations and/or Bonds carrying option rights and/ or option obligations are issued, the conversion or option price, as the case may be, shall amount to at least EUR 1.00.
      Without prejudice to section 9 paragraph 1 AktG, the conversion or option price may undergo a dilution protection adjustment in the event of the financial dilution of the value of the option rights/obligations or conversion rights/ obligations in accordance with the more detailed provisions of the Bond unless such adjustment is already stipulated by law. This shall also apply in particular in the event of a capital increase or capital reduction or the payment of dividends to the shareholders of the Company. The market-standard adjustment of the conversion or option price or a reduction of the term of the rights may also be stipulated if a third party gains control of the Company. Dilution protection or adjustments can be provided for in particular by granting subscription rights, by changing the conversion or option price and by changing or granting cash components.
   3. Potential other provisions in the terms and conditions of the Bonds
      The terms and conditions of the Bonds may stipulate the right of the Company to pay a cash amount instead of issuing new shares in case a conversion right or option right is exercised. The terms and conditions of the Bonds may also stipulate that the conversion or option rights of the Holders or the claims in the event of mandatory conversion or mandatory exercise of options may, at the discretion of the Company, be fulfilled either by delivering own shares of the Company or by issuing new shares from conditional capital.
      The conversion or subscription ratio may, in accordance with the terms and conditions of the Bonds, be rounded up or down to whole numbers. The terms and conditions of the Bonds may provide for fractional amounts to be added up and/or compensated in cash; moreover, an additional payment in cash may be provided for.
      The management board shall be authorized, with the approval of the supervisory board, to determine the further details relating to the issue and the terms and conditions of the Bonds, in particular the interest rate, issue price, term and denomination, dilution protection provisions, the conversion or option price, and conversion periods and periods in which options may be exercised.
2. Creation of a new Conditional Capital 2024
   The share capital shall be conditionally increased by up to EUR 89,280,786.00 through the issuance of up to 89,280,786 new no-par value bearer shares with a proportionate amount of the share capital of EUR 1.00 (‟Conditional Capital 2024"). The conditional capital increase shall serve the purpose of granting no-par value bearer shares to the Holders of convertible or option bonds, profit participation rights or participating bonds (or combinations of these instruments), in each case carrying option rights, conversion rights, option obligations and/or conversion obligations, which are issued on or before June 5, 2024 by alstria office REIT-AG on the basis of the authorization resolved by the general meeting on June 6, 2024 under item 7 of the agenda. The issuance of the new shares is effected at the conversion or option price to be determined, in each case, in accordance with the aforementioned authorization resolution.
   The conditional capital increase shall only be carried out to the extent that conversion or option rights are exercised or, as the case may, Holders obliged to convert their Bonds or to exercise their options fulfill their conversion obligation or, as the case may be, their obligation to exercise the option and no cash settlement is granted and no own shares are being used to satisfy the relevant claims. In accordance with section 6 paragraph 3 sentence 2 of the articles of association, the management board shall be authorized to determine the entitlement to dividends for the new shares issued on the basis of the exercise of the conversion or option rights or the fulfill- ment of a conversion or option obligation in a manner different to that provided for in section 60 paragraph 2 AktG.
   The management board shall be authorized to determine the further details of the implementation of the conditional capital increase with the approval of the supervisory board.

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1. Cancellation of the authorization of September 29, 2020 for the issue of convertible or option bonds, profit partic- ipation rights or participating bonds as well as Conditional Capital I 2020 and Conditional Capital III 2020
   The authorization resolved by the general meeting on September 29, 2020 under agenda item 11 for the issue of convertible or option bonds, profit participation rights or participating bonds as well as Conditional Capital I 2020 and Conditional Capital III 2020 shall be cancelled once the authorization pursuant to paragraph a) takes effect.
2. Amendments to the articles of association
   Section 5 paragraph 4 of the articles of association shall be revised as follows:
   ‟(4) The share capital is conditionally increased in an amount of up to EUR 89,280,786.00 by the issuance of up to 89,280,786 no-par value bearer shares (Conditional Capital 2024). The conditional capital increase is to be carried out to the extent that the holders of option or conversion rights or persons obliged to conversion under option or conversion bonds, profit participation rights or participating bonds which were issued by alstria office REIT-AG on the basis of the authorization resolved by the shareholders in the annual general meeting on June 6, 2024 under item 7 of the agenda exercise their option or conversion rights or, if they are obliged to conversion or exercise of the option, fulfill their conversion obligation or, as the case may be, their obligation to exercise the option and that no cash settlement is granted and no own shares are being used to satisfy such claims. The issuance of the new shares is effected at the conversion or option price to be determined, in each case, in accordance with the aforementioned authorization resolution.
   In accordance with Sec. 6 para. 3 sentence 2 of the articles of association, the management board shall be authorized to determine the entitlement to dividends for the new shares issued on the basis of the exercise of the conversion or option rights or the fulfilment of a conversion or option obligation in a manner different to that provided for in section 60 paragraph 2 AktG. The management board is hereby authorized, with the approval of the supervisory board, to determine the further details of the implementation of the conditional capital increase."
   Section 5 paragraph 5 to 8 are cancelled.
3. Authorization to modify the articles of association
   The supervisory board shall be authorized to modify the wording of the articles of association in accordance with the respective issue of new shares in each individual case and to make any related modifications to the articles of association that only affect the wording. The same applies in the event the authorization resolved by the general meeting on June 6, 2024 under item 7 of the agenda is not utilized after the expiration of the authorization period and in the event the Conditional Capital 2024 is not used after the expiration of the periods for the exercise of conversion or option rights or for the fulfilment of conversion or option obligations.
4. Application for registration of the amendment to the articles of association
   The management board shall be instructed to apply for registration of the cancellation of Conditional Capital I 2020 and Conditional Capital III 2020 in the commercial register only together with the resolved creation of Conditional Capital 2024 with the corresponding amendments to the articles of association pursuant to paragraph d) above, with the provision that the cancellation of Conditional Capital I 2020 is only to be entered in the commercial register if it is ensured that the new Conditional Capital 2024 will be entered in the commercial register at the same time or immediately thereafter.

8. Amendments to the articles of association regarding the general meeting (record date, chair and place)

1. Adjustment of the record date
   Section 133 paragraph 4 AktG has been amended by the German Financing for the Future Act (Zukunftsfinan- zierungsgesetz). For listed companies, proof of shareholding must now refer to the close of business on the 22nd day prior to the meeting, and not, as previously, to the start of the 21st day prior to the meeting. This is not a substantive change to the act. However, since the Company's articles of association currently reflect the previous wording of section 123 paragraph 4 AktG, the articles are to be amended accordingly.
   The management board and the supervisory board therefore propose to resolve as follows: Article 14 paragraph 3 sentence 1 of the Company's articles of association is restated as follows: ‟The confirmation must refer to the close of business on the 22nd day prior to the general meeting."

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