Invitation to the Annual General Meeting

2022

KROMI Logistik AG

Hamburg

ISIN DE000A0KFUJ5

Dear Shareholder,

We hereby invite you to the

Annual General Meeting

to be held on

Tuesday, December 6, 2022, at 11:00 a.m

(Admission from 10:30 a.m) at the Empire Riverside Hotel Ballroom Bernhard-Nocht-Strasse 97 20359 Hamburg

CONVENIENCE TRANSLATION

As a precautionary measure, please note that there is a risk that the Annual General Meeting, which is planned as an attendance event, may be cancelled, including at short notice, due to a change in the infection situation in the Covid-19 pandemic. The Company's website at https://www.kromi.de will provide timely information on any changes in the "Investor Relations" section under the heading "An- nual General Meeting"; any cancellations will also be published in the German Federal Gazette (Bun- desanzeiger) if necessary.

The Annual General Meeting will be held in accordance with protective measures and hygiene requirements in force at the time it is held.

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CONVENIENCE TRANSLATION

Agenda and proposed resolutions

1. Submission of the adopted separate financial statements and approved consolidated financial statements for the 2021/2022 fiscal year. Submission of the combined management report for KROMI Logistik AG for the 2021/2022 fiscal year. Submission of the report of the Supervisory Board and the report of the Managing Board concerning disclosures pursuant to Sections 289a

(1) and 315a (1) of the German Commercial Code (HGB) for the 2021/2022 fiscal year

No resolution is to be passed in relation to agenda item 1. The Supervisory Board has already approved the separate annual financial statements and the consolidated financial statements. The separate financial statements are thereby adopted. For this reason, and pursuant to statutory regulations, no resolution is planned concerning this matter.

  1. Resolution concerning the approval of the actions of the Managing Board
    The Managing and Supervisory boards propose that the actions of the Managing Board members in the 2021/2022 fiscal year be approved.
  2. Resolution concerning the approval of the actions of the Supervisory Board
    The Managing and Supervisory boards propose that the actions of the Supervisory Board mem- bers in the 2021/2022 fiscal year be approved.
  3. Election of the auditor of the separate financial statements and of the consolidated financial statements for the 2022/2023 fiscal year
    The Supervisory Board proposes electing Grant Thornton AG, Wirtschaftsprüfungsgesellschaft, Düsseldorf, to be the auditor of the financial statements for both the parent company and the Group for the 2022/2023 fiscal year.
  4. Resolution on the amendment of Section 9 (1) of the Articles of Incorporation concerning the number of Supervisory Board members
    Pursuant to Section 9 (1) Sentence 1 of the Articles of Incorporation, the Supervisory Board of KROMI Logistik AG comprises, as a matter of principle, four members who are to be elected by the Annual General Meeting. By way of divergence from Section 9 (1) Sentence 1 of the Articles of Incorporation, the Supervisory Board of KROMI Logistik AG comprises five members to be elected by the Annual General Meeting (AGM) in the period up to December 31, 2022.

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CONVENIENCE TRANSLATION

The Managing and Supervisory boards propose that the period during which the Supervisory Board consists of five members be extended until the end of December 31, 2024. From January 1, 2025, the Supervisory Board is to again comprise four members. The Company is not subject to co-determination requirements according to which the number of Supervisory Board members must be divisible by three.

The currently valid Articles of Incorporation are available on the internet at www.kromi.de in the "Investor Relations" section under "Corporate Governance".

The Managing and Supervisory boards propose that the following resolution be approved:

Section 9 (1) Sentence 2 of the Articles of Incorporation of KROMI Logistik AG in their currently valid version is to be revised in full as follows:

"By way of divergence from Sentence 1, until the end of December 31, 2024, the Supervisory Board shall consist of five members who are to be elected by the Annual General Meet- ing."

6. Election to the Supervisory Board

The Supervisory Board of KROMI Logistik AG is composed only of shareholder representatives on the Supervisory Board in the meaning of Sections 95, 96 (1) and 101 (1) of the German Stock Corporation Act (AktG) and, pursuant to Section 9 (1) Sentence 1 of the Articles of Incorporation, comprises four members who are to be elected by the AGM and - following a positive resolution on the amendment to the Articles of Incorporation according to the aforementioned agenda item 5 - five members until the end of December 31, 2024.

The appointment of Supervisory Board member Prof. Dr. Eckart Kottkamp by AGM resolution on December 8, 2020 ends at the close of December 31, 2022.

The Supervisory Board position that will become vacant at the end of December 31, 2022 - sub- ject to the AGM resolution to increase the number of Supervisory Board members as proposed under agenda item 5 above - is to be filled by the election of a Supervisory Board member by the AGM.

The AGM is not bound by nominations when electing shareholder representatives.

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CONVENIENCE TRANSLATION

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Disclaimer

KROMI Logistik AG published this content on 20 October 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 October 2022 14:29:07 UTC.