Petro Welt Technologies : Invitation AGM

English translation of original German version for convenience only

Petro Welt Technologies AG

FN 69011 m

ISIN: AT0000A00Y78

Announcement

pursuant to section 3 (4) of the Austrian Squeeze-Out Act

and

Invitation to the

18th Annual General Meeting

of Petro Welt Technologies AG

Pursuant to section 3 (4) of the Austrian Squeeze-Out Act (Gesellschafter-Ausschlussgesetz - GesAusG) the management board of a stock corporation (Aktiengesellschaft) must publish a notice of the planned resolution to exclude the minority shareholders at least one month before the date of the General Meeting.

Joma Industrial Source Corp. with its registered office in the British Virgin Islands, registered under BVI Company Number 1769717, as majority shareholder of the Company, has requested in accordance with the provisions of section 1 of the Austrian Squeeze-out Act that the General Meeting of the Company resolves on the transfer of the shares of the minority shareholders, i.e. all shares not held by Joma Industrial Source Corp. or its indirect subsidiary Petro Welt Holding Limited, to the majority shareholder Joma Industrial Source Corp. against payment of an adequate cash compensation.

This resolution is to be passed at this Annual General Meeting.

* * *

Dear Shareholders,

We invite you to the

18th Annual General Meeting

of Petro Welt Technologies AG

to be held on Tuesday, 27 June 2023, at 10:00 a.m., Vienna time

in A-1010 Vienna, Schubertring 6.

In order to protect the health of the shareholders and other participants the Management Board has resolved that the 18th Annual General Meeting of Petro Welt Technologies AG will be held on

participants in accordance with the Ordinance of the Federal Minister of Justice on the detailed regulation of the holding of meetings under company law without the physical presence of the participants and of resolutions passed by other means (Corporate Law COVID-19 Ordinance).

Accordingly, shareholders may not be physically present at the 18th Annual General Meeting of Petro Welt Technologies AG on 27 June 2023. The requirements are being created to enable shareholders to follow the Annual General Meeting from any location, both visually and acoustically, in real time.

The submission of motions, the casting of votes and the raising of an objection in the virtual Annual General Meeting can only be carried out by an independent proxy proposed by the Company.

For further information on the virtual Annual General Meeting and shareholder rights, the Management Board refers to the Information on the Organizational and Technical Requirements for Attending the 18th Annual General Meeting ("Attendance Information") and to the explanations on shareholder rights in this invitation notice, which will be available at the latest from 6 June 2023 on the Company's website at www.pewete.com.

By holding the virtual Annual General Meeting instead of postponing the Annual General Meeting to an uncertain later date the Management Board considers that both the interests of the Company and the interests of the shareholders have been taken into account in the best possible way.

The Management Board of Petro Welt Technologies AG expressly reserves the right to cancel this Annual General Meeting and to hold it at a later date if the reliable holding of the Annual General Meeting on 27 June 2023 does not appear to be assured or if the requirements of the authorities make such postponement appropriate.

BROADCAST OF THE ANNUAL GENERAL MEETING ON THE INTERNET

The 18th Annual General Meeting is broadcast entirely in real time on the Internet.

All eligible shareholders of the Company can follow the Annual General Meeting on 27 June 2023 from 10:00 a.m., Vienna time, on the Internet at www.pewete.com/hauptversammlung-livestream.

In order to follow the Annual General Meeting on the Internet a registration is required. The login details will be sent to all eligible shareholders.

By broadcasting the Annual General Meeting on the Internet, all eligible shareholders who wish to do so have the opportunity to follow the Annual General Meeting in real time from any location by means of a one-way acoustic and optical connection and to follow the presentations to be held by the Management Board and the majority shareholder, the answers to shareholders' questions as well as the adoption of resolutions.

AGENDA

1. Presentation of the approved annual financial statements including the management report and presentation of the consolidated annual financial statements including the consolidated management report, the corporate governance report and the report of the Supervisory Board, in each case in relation to the fiscal year ended 31 December 2022

1. Resolution on the discharge of the members of the Management Board in relation to the fiscal year ended 31 December 2022
2. Resolution on the discharge of the members of the Supervisory Board in relation to the fiscal year ended 31 December 2022
3. Resolution on the remuneration of the members of the Supervisory Board in relation to the business year ended 31 December 2022
4. Resolution on the remuneration report
5. Election of the auditor of the annual financial statements and of the consolidated annual financial statements in relation to the fiscal year ending on 31 December 2023
6. Resolution on the squeeze-out of minority shareholders pursuant to section 1 (1) of the Austrian Squeeze-Out Act and transfer of all shares not held by Joma Industrial Source Corp. or its indirect subsidiary Petro Welt Holding Limited to Joma Industrial Source Corp. against payment of an adequate cash compensation pursuant to section 2 of the Austrian Squeeze-out Act

SQUEEZE-OUT - PROPOSED RESOLUTION

In accordance with the request of the major shareholder Joma Industrial Source Corp. the Management Board and the Supervisory Board of Petro Welt Technologies AG propose to the shareholders to adopt the following resolution at the 18th Annual General Meeting of Petro Welt Technologies AG on 27 June 2023 regarding the agenda item 7:

"The shares of all minority shareholders, which means the shares of all shareholders of Petro Welt Technologies AG, Vienna, FN 69011 m, with the exception of those of the majority shareholder Joma Industrial Source Corp. and its indirect subsidiary Petro Welt Holding Limited, shall be transferred to the majority shareholder Joma Industrial Source Corp. against payment of an adequate cash compensation pursuant to section 1 of the Austrian Squeeze-Out Act, whereby Joma Industrial Source Corp. will pay to the minority shareholders, free of costs, commissions and expenses, a cash compensation in the amount of EUR 2.20 per share of Petro Welt Technologies AG."

The cash compensation shall be due no later than two months after the day on which the registration of the squeeze-out is deemed to have been announced pursuant to section 10 of the Austrian Commercial Code (UGB) and shall bear interest from the day following the adoption of the resolution by the General Meeting of Petro Welt Technologies AG until the due date at an annual rate of two percentage points above the applicable prime rate. The costs of the implementation of the exclusion of the minority shareholders, in particular the payment of the cash compensation, shall be borne by the major shareholder Joma Industrial Source Corp.

DOCUMENTS

The following documents shall be available for inspection by the shareholders from 6 June 2023 at the latest on the website of Petro Welt Technologies AG available at www.pewete.compursuant to section 108 (3) and (4) of the Austrian Stock Corporation Act (SCA - AktG):

• Invitation and Agenda (Convocation)
• Information on the organizational and technical requirements for participation in the virtual Annual General Meeting
• Proposals for Resolutions by the Management Board and Supervisory Board regarding agenda items 2 to 7
• Annual financial statements in relation to the fiscal year ended 31 December 2022, the management report and corporate governance report
• Consolidated financial statements in relation to the fiscal year ended 31 December 2022 and the consolidated management report
• Report of the Supervisory Board for the financial year ended 31 December 2022
• Remuneration report for the fiscal year 2022
• Question form
• Form for granting power of attorney and voting instructions for the special proxies pursuant to section 3 (4) of the Corporate Law COVID-19 Ordinance
• Form for revoking the power of attorney

Additionally, the following documents pursuant to section 3 (5) of the Austrian Squeeze-out Act shall be made available at the registered office of the Company no later than 27 May 2023 and on the website of Petro Welt Technologies AG available at www.pewete.com:

• Draft of the motion of resolving on the exclusion of the minority shareholders pursuant to section 3 (5)(1) of the Austrian Squeeze-Out Act
• Joint report of the Management Board of Petro Welt Technologies AG and Joma Industrial Source Corp. pursuant to section 3 (1) Austrian Squeeze-Out Act
• Report of Pro Audito Wirtschaftsprüfung und Steuerberatung GmbH, Vienna, as court- appointed expert auditor pursuant to section 3 (2) Austrian Squeeze-Out Act
• Report of the Supervisory Board of Petro Welt Technologies AG pursuant to section 3 (3) Austrian Squeeze-Out Act
• Valuation of Grant Thornton Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft, Vienna
• Annual financial statements and management reports of the Company for the financial years 2020, 2021 and 2022
• Consolidated Financial Statements, Group Management Reports and Corporate Governance Reports of the Company for the financial years 2020, 2021 and 2022

This information will be permanently available on the website of the Company until one month after the day of the Annual General Meeting.

RECORD DATE AND REQUIREMENTS FOR PARTICIPATION IN THE ANNUAL GENERAL MEETING

The entitlement to participate in this virtual Annual General Meeting and to exercise the voting right and other shareholder rights in the 18th Annual General Meeting is based on the shareholding at the end of the tenth day before the day of the Annual General Meeting (record date). The record date is therefore 17 June 2023, midnight, Vienna time.

Only persons who hold shares on this record date and provide evidence thereof to the Company are entitled to participate in the Annual General Meeting.

In order to verify the shares held on the record date, a deposit confirmation pursuant to section 10a of the SCA is required, which refers to the record date and which must be received by the Company no later than 22 June 2023, midnight, Vienna time, exclusively via one of the following communication channels:

1. Submission of the deposit confirmation in text form pursuant to section 16.2 of the Articles of Association of the Company:

2. Submission in written form (signature, company signature):

Shareholders are requested to contact their depositary bank and arrange for the issuance and transmission of the deposit confirmation.

The record date has no effect on the realisability of the shares and has no significance for the dividend entitlement.

The appointment of a special proxy and the exercise of the right to information by shareholders cannot be effectively carried out without a deposit confirmation being received by the Company in due time.