pta20250611002
Shareholders' meeting according to article 107 section 3 AktG

DO & CO Aktiengesellschaft: Convening of the 27th Annual General Meeting

Vienna (pta002/11.06.2025/03:00 UTC+2)

We hereby invite our shareholders to the 27th Annual General Meeting of DO & CO Aktiengesellschaft on Thursday, 10 July 2025, at 4:00 pm, Vienna time, at DO & CO im Platinum, UNIQA Tower, 1020 Vienna, Untere Donaustraße 21.

I. AGENDA

  1. Presentation of the annual financial statements together with the management report and corporate governance report, the consolidated financial statements together with the Group management report including the consolidated non-financial statement, the proposal for the appropriation of profits and the report prepared by the Supervisory Board for the 2024/2025 financial year
  2. Resolution on the appropriation of the balance sheet profit
  3. Resolution on the discharge of the members of the Executive Board for the 2024/2025 financial year
  4. Resolution on the discharge of the members of the Supervisory Board for the 2024/2025 financial year
  5. Resolution on the remuneration for the Supervisory Board for the 2024/2025 financial year
  6. Election of the auditor and group auditor and the auditor for the (consolidated) sustainability reporting for the 2025/2026 financial year
  7. Resolution on the remuneration report
  8. Resolution on the authorization of the Executive Board, in each case revoking the corresponding authorization granted by resolution of the General Meeting on 20 July 2023 on agenda items 8a, 8b and 8c,
    (a) to acquire treasury shares pursuant to Section 65 (1) no. 4 and no. 8 as well as (1a) and (1b) AktG both by stock exchange or by public offer and with the approval of the Supervisory Board in another way up to a maximum amount of 10% of the nominal capital, even under exclusion of the shareholders' right to sell on pro rata basis which may be associated with such an acquisition (reverse exclusion of subscription rights), and to determine the buyback conditions,
    (b) to dispose of or use treasury shares of the Company pursuant to Section 65 (1b) AktG in another way than by stock exchange or by public offer and excluding the acquisition rights of shareholders (exclusion of subscription rights), and
    (c) to decrease the share capital by withdrawing such treasury shares without any further resolution by the General Meeting of Shareholders
  9. Resolution on
    (a) creating a new authorized capital [Authorized Capital 2025]
    (i) in principle safeguarding the statutory subscription right, also within the meaning of the indirect subscription right pursuant to Section 153 (6) of the Austrian Stock Corporation Act ("AktG"),
    (ii) with the authorization to exclude subscription rights,
    (iii) with the option to issue new shares against contributions in kind, and
    (b) amending the Articles of Association in Section 5 para 5, with the revocation of the "Authorized Capital 2020" granted by the resolution of the General Meeting on 31 July 2020

II. DOCUMENTS FOR THE ANNUAL GENERAL MEETING; PROVISION OF INFORMATION ON THE WEBSITE

The following documents in particular will be available on the Company's website at www.doco.com from 19 June 2025 at the latest in accordance with Section 108 (3) and (4) AktG:

  • Annual financial statements with management report,
  • Corporate Governance Report,
  • Consolidated financial statements with group management report including consolidated non-financial statement,
  • Proposal for the appropriation of profits,
  • Report of the Supervisory Board, in each case for the 2024/2025 financial year,
  • Proposed resolutions on agenda items 2 - 9,
  • Report of the Executive Board on agenda item 8 - Authorization of the Executive Board to purchase and sell treasury shares with exclusion of subscription rights or reverse exclusion of subscription rights,
  • Report of the Executive Board on agenda item 9 pursuant to Section 170 (2) AktG in conjunction with Section 153 (4) sentence 2 AktG - Authorized capital, exclusion of subscription rights,
  • Remuneration Report,
  • Form for granting a power of attorney,
  • Form for the revocation of a power of attorney,
  • full text of this convocation.

III. RECORD DATE AND REQUIREMENTS FOR PARTICIPATION IN THE ANNUAL GENERAL MEETING

The entitlement to participate in the Annual General Meeting and to exercise voting rights and other shareholder rights to be asserted at the Annual General Meeting is based on the shareholding at the end of 30 June 2025 (midnight, Vienna time) (record date).

Only those who are shareholders on this date and can prove this to the Company are entitled to attend the Annual General Meeting.

A deposit certificate pursuant to Section 10a AktG must be submitted as proof of share ownership on the record date, which must be received by the Company no later than 7 July 2025 (midnight, Vienna time) exclusively via one of the following communication channels and addresses:

(i) for the transmission of the safe custody receipt in text form, which the Articles of Association allow to suffice pursuant to § 17 para 3

By e-mail:
anmeldung.doco@hauptversammlung.at
(Please send deposit confirmations in PDF format)

By fax:
+43 (1) 8900 500 - 50

(ii) for the transmission of the deposit confirmation in writing

By post or courier:
DO & CO Aktiengesellschaft
c/o HV-Veranstaltungsservice GmbH
8242 St. Lorenzen am Wechsel, Köppel 60

By SWIFT:
GIBAATWGGMS
(Message Type MT598 or MT599,
ISIN AT0000818802 must be stated in the text)

Shareholders are requested to contact their custodian bank and arrange for the issue and transmission of a deposit certificate.

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

Deposit certificate pursuant to Section 10a AktG

The deposit certificate must be issued by the custodian bank domiciled in a member state of the European Economic Area or in a full member state of the OECD or by MKK Merkezi Kayit Kurulusu A.S., Reşitpaşa Mahallesi Borsa İstanbul Caddesi No:4, 34467 Sarıyer, Istanbul, Turkey, and must contain the following information (Section 10a (2) AktG):

  • Information on the issuer: name/company name and address or a code commonly used in transactions between credit institutions (SWIFT code),
  • Information on the shareholder: name/company name, address, date of birth for natural persons, register and register number for legal entities, if applicable,
  • Information on the shares: Number of shares held by the shareholder; ISIN AT0000818802 (international securities identification number),
  • Securities account number, securities account number or other designation,
  • Time or period to which the deposit confirmation refers.

The deposit certificate as proof of shareholding for participation in the Annual General Meeting must refer to the end of the record date 30 June 2025 (midnight, Vienna time).

The deposit certificate will be accepted in German or English.

Proof of identity

Shareholders and their authorized representatives are requested to have a valid official photo ID ready for identification purposes when registering.

If you are attending the Annual General Meeting as an authorized representative, please take the power of attorney with you in addition to your official photo ID. If the original of the power of attorney has already been sent to the Company, you will facilitate admission if you present a copy of the power of attorney.

DO & CO Aktiengesellschaft reserves the right to verify the identity of persons attending the meeting. If it is not possible to establish identity, admission may be refused.

IV. POSSIBILITY OF APPOINTING A REPRESENTATIVE AND THE PROCEDURE TO BE FOLLOWED

Every shareholder who is entitled to participate in the Annual General Meeting and has provided evidence of this to the Company in accordance with the stipulations in this convening notice, point III, has the right to appoint a representative to participate in the Annual General Meeting on behalf of the shareholder and who has the same rights as the shareholder he or she represents.

The power of attorney must be granted to a specific person (a natural person or a legal entity) in text form (Section 13 (2) AktG), whereby several persons can also be authorized.

It is not possible to grant a power of attorney to a member of the Executive Board or the Supervisory Board, in particular to grant a power of attorney to Mrs. Bettina Höfinger.

Authorization can be granted both before and during the Annual General Meeting.

We offer the following communication channels and addresses for the transmission of authorizations:

By post or courier:
DO & CO Aktiengesellschaft
c/o HV-Veranstaltungsservice GmbH
8242 St. Lorenzen am Wechsel, Köppel 60

By fax:
+43 (1) 8900 500 - 50

By e-mail:
anmeldung.doco@hauptversammlung.at
(Authorizations in PDF format please)

By SWIFT:
GIBAATWGGMS
(Message Type MT598 or MT599,
ISIN AT0000818802 must be stated in the text)

In person upon registration for the Annual General Meeting at the venue.

The proxies must be received at one of the aforementioned addresses by 4:00 p.m. on 9 July 2025 at the latest, unless they are handed over at the entrance and exit control of the Annual General Meeting on the day of the Annual General Meeting.

A proxy form and a form for revoking the proxy will be available on the Company's website at www.doco.comfrom 19 June 2025 at the latest. In the interest of smooth processing, we request that you always use the forms provided.

Details on the authorization, in particular the text form and content of the proxy, can be found in the proxy form provided to shareholders.

If the shareholder has granted power of attorney to his or her custodian bank (Section 10a AktG), it is sufficient for the bank to issue a declaration that it has been granted power of attorney in addition to the deposit confirmation, using the channel provided for its transmission to the Company.

Shareholders may exercise their rights in person at the Annual General Meeting even after granting a proxy. Personal attendance is deemed to be a cancellation of a previously granted proxy.

The above provisions on the granting of a power of attorney shall apply mutatis mutandis to the revocation of the power of attorney.

V. INFORMATION ON THE RIGHTS OF SHAREHOLDERS PURSUANT TO SECTIONS 109, 110, 118 AND 119 OF THE GERMAN STOCK CORPORATION ACT (AKTG)

1. Additions to the agenda by shareholders in accordance with Section 109 AktG

Shareholders whose shares individually or collectively amount to 5% of the share capital and who have held these shares for at least three months prior to submitting their request may request in writing that additional items be placed on the agenda of this Annual General Meeting and announced, provided that this request is made to the Company.

  • in writing by post or courier no later than 18 June 2025 by the end of normal business hours (this is no later than 6:00 p.m., Vienna time) exclusively to the address DO & CO Aktiengesellschaft, 1010 Vienna, Stephansplatz 12, for the attention of Mrs. Bettina Höfinger,
    or
  • by e-mail, with a qualified electronic signature by 19 June 2025 (24:00, Vienna time) at the latest to the e-mail address investor.relations@doco.com
    or
  • by SWIFT by 19 June 2025 (24:00, Vienna time) at the latest to the address GIBAATWGGMS

is approaching.

"In writing" means personally signed or signed by each applicant or, if by e-mail, with a qualified electronic signature or, if transmitted by SWIFT, with message type MT598 or type MT599, whereby ISIN AT0000818802 must be stated in the text.

Each agenda item requested in this way must be accompanied by a proposed resolution together with a statement of reasons. The agenda item and the proposed resolution, but not the reasons for it, must also be written in German. Proof of shareholder status must be provided by submitting a deposit certificate in accordance with Section 10a AktG, which confirms that the shareholders submitting the motion have held the shares for at least three months prior to submitting the motion and which must not be older than seven days at the time of submission to the Company. Multiple deposit confirmations for shares that only together represent a shareholding of 5% must refer to the same date (day, time).

With regard to the other requirements for the deposit certificate, please refer to the information on the right to participate (item III. of this invitation).

Note: As the 21st day before the Annual General Meeting falls on the public holiday of 19 June 2025, the Company cannot receive shareholder requests by post or courier on this day. In order to exercise this shareholder right in due time, the shareholder request must be received by post or courier no later than the preceding working day, which is Wednesday, 18 June 2025, 6:00 p.m., Vienna time. This does not affect timely transmission by e-mail with a qualified electronic signature or by SWIFT on 19 June 2025, by midnight, Vienna time, at the latest.

2. Shareholder's proposals for resolutions on the agenda in accordance with Section 110 AktG

Shareholders whose shares together amount to 1% of the share capital may submit proposals for resolutions on each item on the agenda in text form, together with a statement of reasons, and request that these proposals, together with the names of the shareholders concerned, the statement of reasons to be attached and any statement by the Executive Board or Supervisory Board, be made available on the Company's website entered in the commercial register, provided that this request is received by the Company in text form no later than 1 July 2025 (24:00 hours, Vienna time) either at 1010 Vienna, Stephansplatz 12, Attn. Mrs. Bettina Höfinger or by fax to +43 (1) 2533033 4530 or by e-mail to investor.relations@doco.com, whereby the request must be sent in text form, for example as a PDF document, attached to the e-mail.

If the text form within the meaning of Section 13 (2) AktG is prescribed for declarations, the declaration must be made in a document or in another manner suitable for permanent reproduction in writing, the person making the declaration must be named and the conclusion of the declaration must be made recognizable by reproducing the signature or otherwise. The proposed resolution, but not the reasons for it, must also be written in German.

Proof of shareholder status must be provided by submitting a deposit certificate in accordance with Section 10a AktG, which must not be older than seven days at the time of submission to the Company. Several deposit confirmations for shares that only together represent a shareholding of 1% must refer to the same date (day, time).

With regard to the other requirements for the deposit certificate, please refer to the information on the right to participate (item III. of this invitation).

3. Shareholders' right to information in accordance with Section 118 AktG

Upon request, each shareholder must be provided with information on Company matters at the Annual General Meeting, insofar as this is necessary for the proper assessment of an item on the agenda. The duty to provide information also extends to the Company's legal relationships with an affiliated company and to the situation of the Group and the companies included in the consolidated financial statements.

The information may be refused if, according to reasonable business judgement, it is likely to cause a significant disadvantage to the Company or an affiliated company, or if providing it would be a criminal offence.

Requests for information must always be made verbally at the Annual General Meeting but can also be made in writing.

Questions that require longer preparation to answer should be submitted to the Executive Board in text form in good time before the Annual General Meeting in order to ensure that the meeting is organized efficiently. Questions can be sent to the Company by post to 1010 Vienna, Stephansplatz 12, for the attention of Mrs. Bettina Höfinger, or by e-mail to investor.relations@doco.com.

4. Motions by shareholders at the Annual General Meeting in accordance with Section 119 AktG

Every shareholder - irrespective of a specific shareholding - is entitled to submit motions on any item on the agenda at the Annual General Meeting. The prerequisite for this is proof of authorization to participate in accordance with item III. of this invitation. If several motions are submitted for an item on the agenda, the Chairman shall determine the order of voting in accordance with Section 119 (3) AktG.

5. Information on data protection for shareholders

DO & CO Aktiengesellschaft processes personal data (in particular those pursuant to Section 10a (2) AktG, i.e. name, address, date of birth, securities account number, number of shares held by the shareholder, class of shares if applicable, voting card number and, if applicable, name and date of birth of the authorized representative) on the basis of the applicable data protection laws and the Austrian Stock Corporation Act in order to enable shareholders to exercise their rights at the Annual General Meeting.

The processing of shareholders' personal data is mandatory for the participation of shareholders and their representatives in the Annual General Meeting. DO & CO Aktiengesellschaft is the controller responsible for the processing. The legal basis for the processing is Article 6 (1) c) of the General Data Protection Regulation.

The service providers of DO & CO Aktiengesellschaft, which are commissioned for the purpose of organizing the General Meeting, receive from DO & CO Aktiengesellschaft only such personal data as are necessary for the performance of the commissioned service and process the data exclusively in accordance with the instructions of DO & CO Aktiengesellschaft.

Every shareholder has a right of access, rectification, restriction, objection and erasure regarding the processing of personal data at any time, as well as a right to data portability in accordance with Chapter III of the General Data Protection Regulation. Shareholders' data will be deleted at the end of the statutory retention period. Shareholders can assert these rights against DO & CO Aktiengesellschaft free of charge via the e-mail address investor.relations@doco.com or via the following contact details:

DO & CO Aktiengesellschaft

1010 Vienna, Stephansplatz 12

Shareholders also have the right to lodge a complaint with the data protection supervisory authority in accordance with Article 77 of the General Data Protection Regulation.

You can contact the Company data protection officer of DO & CO Aktiengesellschaft at:

DO & CO Aktiengesellschaft

Data Protection Officer

1010 Vienna, Stephansplatz 12

E-mail: datenschutz@doco.com

Further information on data protection can be found on the DO & CO Aktiengesellschaft website at www.doco.com.

VI. FURTHER INFORMATION AND NOTES

1. Total number of shares and voting rights

At the time the Annual General Meeting is convened, the Company's share capital amounts to EUR 21,966,916.00 and is divided into 10,983,458 no-par value bearer shares. Each share grants one vote. The total number of voting rights at the time the Annual General Meeting is convened is therefore 10,983,458 voting rights.

At the time of convening the Annual General Meeting, the Company does not hold any treasury shares, either directly or indirectly.

There are not several classes of shares.

2. Guests

The Annual General Meeting is the main body of a public limited company, as it is the forum for the owners of the Company - the shareholders. We therefore ask for your understanding that we cannot turn an Annual General Meeting into an event for guests, however much we appreciate such interest. If you have any questions, please do not hesitate to contact Mrs. Bettina Höfinger (e-mail: investor.relations@doco.com).

3. Partial broadcast of the Annual General Meeting on the Internet

It is intended to broadcast the Annual General Meeting on the Internet until the start of the general debate.

All shareholders of the Company and interested members of the public can follow the speech by CEO Mr. Attila Dogudan at the Annual General Meeting on 10 July 2025 live on the Internet at www.doco.com from around 4:00 pm. There will be no further video or audio transmission of the Annual General Meeting.

This document is published in German and in a non-binding English and Turkish convenience translation.

Vienna, June 2025
The Executive Board

(end)

Emitter: DO & CO Aktiengesellschaft
Stephansplatz 12
1010 Wien
Austria
Contact Person: Mag. Sarah Felderer
Phone: +43 664 80 777 1369
E-Mail: sarah.felderer@doco.com
Website: www.doco.com
ISIN(s): AT0000818802 (Share)
Stock Exchange(s): Vienna Stock Exchange (Official Trade); Free Market in Berlin, Dusseldorf, Frankfurt, Munich, Stuttgart, Tradegate
Other Stock Exchanges: London, Istanbul
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