Information pursuant to Section 125 of the German Stock Corporation Act (AktG) in conjunction with Article 4 and Annex Table 3 of the Implementing Regulation (EU)

2018/1212 ("EU-DVO")

    1. Specification of the Message
  2. Unique identifier of the event: GESCO Aktiengesellschaft Annual General Meeting 2022
    (Format of the Regulation according to EU-DVO: d46a5d8ec801ed118130005056888925)
  3. Type of message: Convocation of the General Meeting
    (Format of the Regulation according to EU-DVO: NEWM)
    1. Specification of the Issuer
  1. ISIN: DE000A1K0201
  2. Name of the issuer: GESCO Aktiengesellschaft
    C. Specification on the Annual General Meeting
  1. Date of the Annual General Meeting: 24 August 2022
    (Format of the Regulation according to EU-DVO: 20220824)
  2. Time of the Annual General Meeting: 10:00 a.m. (CEST)
    (Format of the Regulation according to EU-DVO: 8:00 UTC)
  3. Type of general meeting: Ordinary Annual General Meeting
    (Format of the Regulation according to EU-DVO: GMET)
  4. Location of the Annual General Meeting:
    Stadthalle Wuppertal, Johannisberg 40, 42103 Wuppertal, Germany
  5. Record date (Technical Record Date):
    17 August 2022, 24:00 (CEST)
    Pursuant to section 67 (2) sentence 1 of the German Stock Corporation Act (AktG), only those persons entered as such in the company's share register shall be deemed to be shareholders in relation to the company. Accordingly, the registration status of the share register on the day of the Annual General Meeting is decisive. For technical reasons, no changes will be made in the share register in the period from 18 August 2022 to 24 August 2022, inclusive. Therefore, the registration status of the share register on the day of the Annual General Meeting corresponds to the status after the last registration on 17 August 2022. The technically relevant record date is therefore the end of 17 August 2022 (24:00 CEST).
    (Format of the Regulation according to EU-DVO: 20220817; 22:00 UTC)
  6. Website for the Annual General Meeting/URL: www.gesco.de/en/hv
    1. Participation in the Annual General Meeting
  1. Nature of participation of the shareholder Voting in person at the location Exercise of voting rights by postal vote
    Exercise of voting rights by proxy, for example by an intermediary, a shareholders' association, a voting advisor or the proxies appointed by the Company
    (Format of the Regulation according to EU-DVO: PX, PH, EV)
  2. Deadline set by the issuer for the notification of participation
    Registration for the Annual General Meeting until: 17 August 2022, 24:00 (CEST) (receipt is decisive)
    (Format of the Regulation according to EU-DVO: 20220817; 22:00 UTC)
    The exercise of voting rights by postal vote or the exercise of voting rights by granting power of attorney

and issuing instructions to the proxies appointed by the Company also require timely registration. The relevant deadlines for exercising these rights are shown in D.3.

3. Deadline for voting set by the issuer

The exercise of voting rights by postal vote or the exercise of voting rights by granting power of attorney and issuing instructions to the proxies appointed by the Company must be made by letter or by e-mail by 22 August 2022, 24:00 hours (CEST) (receipt is decisive).

(Format of the Regulation according to EU-DVO: 20220822; 22:00 UTC)

or electronically via the InvestorPortal at www.gesco.de/investor-relations/hauptversammlungen by 23 August 2022 (18:00 CEST).

(Format of the Regulation according to EU-DVO: 202208 23; 16:00 UTC)

Voting rights may be exercised at the Annual General Meeting until the closing of voting by the chairman of the meeting on 24 August 2022.

(Format of the Regulation according to EU-DVO: 20220824)

  1. Agenda

Agenda item 1

  1. Unique identifier of the agenda item: 1
  2. Agenda item heading: Presentation of the established Annual Financial Statements and
    Management Report for the 2021 financial year(01/01/2021 to 12/31/2021), the approved Consolidated Financial Statements and Management Report for the 2021 financial year as well as the Report of the Supervisory Board
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: n/a
  5. Alternative voting options: n/a

Agenda item 2

  1. Unique identifier of the agenda item: 2
  2. Heading of the agenda item: Resolution on the appropriation of the balance sheet profit for the financial year 2021
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: Binding vote
    (Format of the Regulation according to EU-DVO: BV)
  5. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)

Agenda item 3

  1. Unique identifier of the agenda item: 3
  2. Heading of the agenda item: Resolution on the discharge of the members of the Executive Board for the financial year 2021
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: Binding vote
    (Format of the Regulation according to EU-DVO: BV)
  5. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)

Agenda item 4

  1. Unique identifier of the agenda item: 4
  2. Heading of the agenda item: Resolution on the discharge of the members of the Supervisory
    Board for the financial year 2021
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: Binding vote
    (Format of the Regulation according to EU-DVO: BV)
  5. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)

Agenda item 5

  1. Unique identifier of the agenda item: 5
  2. Heading of the agenda item: Election of the auditor and the group auditor for the financial year 2022 (01/01/2022 to 12/31/2022)
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: Binding vote
    (Format of the Regulation according to EU-DVO: BV)
  5. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)

Agenda item 6

  1. Unique identifier of the agenda item: 6
  2. Heading of the agenda item: Approval of the remuneration report for the financial year 2021
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: Recommendable vote
    (Format of the Regulation according to EU-DVO: AV)
  5. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)

Agenda item 7

  1. Unique identifier of the agenda item: 7
  2. Heading of the agenda item: Resolution on the approval of a profit and loss transfer agreement
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  4. Vote: Binding vote
    (Format of the Regulation according to EU-DVO: BV)
  5. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)

Agenda item 8

  1. Unique identifier of the agenda item: 8
  2. Agenda item title: Resolution on the approval of the draft joint merger plan dated 30 June 2022 between GESCO AG as the acquiring legal entity and wkk Beteiligung AG as the transferring legal entity
  3. Uniform Resource Locator (URL) of the documents: www.gesco.de/en/hv
  1. Vote: Binding vote
    (Format of the Regulation according to EU-DVO: BV)
  2. Alternative voting options: Vote in favour, vote against, abstention
    (Format of the Regulation according to EU-DVO: VF; VA; AB)
  1. Indication of the deadlines for the exercise of other shareholders' rights

Shareholders' rights - motions for additions to the agenda pursuant to section 122 (2) AktG

  1. Subject of the deadline: Transmission of motions to add items to the agenda
  2. Applicable issuer deadline: 24 July 2022, 24:00 (CET) (receipt is decisive)
    (Format of the Regulation according to EU-DVO: 20220724; 22:00 UTC)

Shareholders' rights - countermotions pursuant to section 126 (1) AktG

  1. Subject of the deadline: Submission of countermotions to the proposed resolutions on the items on the agenda
  2. Applicable issuer deadline: 9 August 2022, 24:00 (CEST) (receipt is decisive)
    (Format of the Regulation according to EU-DVO: 20220809; 22:00 UTC)

Shareholder rights - election proposals pursuant to section 127 AktG

  1. Subject of the deadline: Transmission of election proposals
  2. Applicable issuer deadline: 9 August 2022, 24:00 (CEST) (receipt is decisive)
    (Format of the Regulation according to EU-DVO: 20220809; 22:00 UTC)

Shareholders' right - right to information pursuant to section 131 (1) AktG

  1. Subject of the time limit: Request for information on the company's affairs
  2. Applicable issuer deadline: 24 August 2022, from the start of the general meeting until the right to information is restricted by the chairman of the meeting
    (Format of the Regulation according to EU-DVO: 20220824)

Shareholder rights - objection against resolutions of the general meeting

  1. Subject of the deadline: filing of objections against resolutions of the Annual General Meeting pursuant to section 245 no. 1 of the Austrian Stock Corporation Act (Aktiengesetz)
  2. Applicable Issuer Deadline: On 24 August 2022 from the commencement of the General Meeting until the closing of the General Meeting by the chairman of the meeting.
    (Format of the Regulation according to EU-DVO: 20220824)

_________________________________________________________________________________________

CEST = Central European Summer Time UTC = Coordinated Universal Time

n/a = not applicable (not applicable, inapplicable)

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Gesco AG published this content on 18 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 July 2022 16:03:04 UTC.