Pankl Racing Systems AG: Invitation to the Annual General Meeting

Kapfenberg (pta007/25.03.2014/08:45 UTC+1) Pankl Racing Systems AG
Bruck upon Mur, FN 143981 m
ISIN AT0000800800

Invitation to the Annual General Meeting

Hereby we invite our shareholders to the:

16th Annual General Meeting of Pankl Racing Systems AG

on Friday, 25th April 2014, at 10.00am,
at the Company's offices in 4 Industriestrasse West, 8605 Kapfenberg, Austria.

Agenda

1. Report of the Management Board

2. Presentation of the annual financial statements including the status report and the corporate governance report as well as the dividend distribution proposal and the Supervisory Board report for the fiscal year 2013

3. Motion regarding the use of the balance sheet profit for the fiscal year 2013

4. Motion regarding the discharge of the Management Board members for the fiscal year 2013

5. Motion regarding the discharge of Supervisory Board members for the fiscal year 2013

6. Motion regarding the remuneration for members of the Supervisory Board for the fiscal year 2013

7. Election of the annual auditor and group auditor for the fiscal year 2014

8. Election of 2 members of the Supervisory Board

AGM DOCUMENTATION
The following documents will be available to be reviewed by 4 April 2014 on our homepage under the link http://www.pankl.com/Hauptversammlung.497.1.html. These documents will also be distributed in the AGM:

* Annual financial statements including status report
* Corporate governance report
* Consolidated financial statements with group status report
* Dividend distribution proposal
* Report of the Supervisory Board each for the fiscal year 2013;
* Proposals for the motions regarding the agenda items 2 - 8
* Regarding agenda item 8, declaration of the candidates for the election into the Supervisory Board in accordance with chapter 87 paragraph 2 of the Austrian Public Companies Act (§87Abs2 AktG) with CV
* Proxy forms
* Form to revoke a proxy
* Complete text for convening this AGM

REFERENCE REGARDING THE SHAREHOLDERS' RIGHTS IN ACCORDANCE WITH CHAPTERS 109, 110, 118 AND 119 OF THE PUBLIC COMPANIES ACT (§§ 109, 110, 118, 119 AKTG)

Additional agenda items from shareholders
Shareholders, whose combined stake exceeds 5% of the share capital and who have been holding this stake for at least 3 months prior to the application described herein, may request in writing that additional agenda items shall be included in the agenda of the AGM and publicly announced as long as this application reaches the Company by 4 April 2014 exclusively at the address A-8605 Kapfenberg, Industriestrasse West 4, Investor Relations Department for the attention of Brigitte Putz. Each such additional agenda item shall be accompanied by a proposal and the reasoning behind the proposal. In order to proof that the applying shareholders have been holding their shares for at least 3 months prior to their application, they have to present a confirmation of their depositary in accordance with chapter 10a of the Public Companies Act (§10a AktG) dated within 7 days from the day this confirmation is presented to the Company. For other requirements of depositary confirmations, please refer to the text regarding the right to at-tend the AGM.

Shareholder proposals regarding agenda items
Shareholders, whose combined stake exceeds 1% of the share capital may request in writing that their motion proposals regarding any agenda item including the appropriate reasons shall be published on the Company's homepage provided this request has been received by the Com-pany in writing by 15 April 2014 either via telefax on +43 (0)3862 33 999 - 181 or via post or personal delivery to A-8605 Kapfenberg, Industriestrasse West 4, Investor Relations Department for the attention of Brigitte Putz, or by email to ir@pankl.com with the request being attached as a separate text file (e.g. a PDF document).

Regarding proposals for the election of members of the Supervisory Board the reasons for the proposal shall be replaced by the appropriate candidate declaration in accordance with chap-ter 87 paragraph 2 of the Public Companies Act (§87Abs2 AktG).

In order to proof that the applying shareholders have been holding their shares for at least 3 months prior to their application, they have to present a confirmation of their depositary in ac-cordance with chapter 10a of the Public Companies Act (§10a AktG) dated within 7 days from the day this confirmation is presented to the Company. For other requirements of depositary confir-mations, please refer to the text regarding the right to attend the AGM.

Information right
In the AGM, each shareholder shall receive appropriate information about the Company's affairs at his/her request provided this information is necessary for the adequate assessment of an agenda item.
Such information requests may be rejected if, based on a reasonable commercial assessment, the appropriate information may cause significant harm to the Company or any of its group companies. Information shall also be rejected if it is a criminal offence to provide such information.
Questions which require lengthy preparation times shall be delivered to the Management Board in writing as text files ahead of the AGM in a timely manner so that the meeting can be held efficiently. Questions can be delivered to the Company by post, 8605 Kapfenberg, Industriestraße West 4, Investor Relations Department, Brigitte Putz, or by email to ir@pankl.com.

AGM motions
Every shareholder is entitled to present motions in the AGM to each agenda item. A shareholder motion regarding the election of a member of the Supervisory Board requires in any case the timely delivery of a proposal in accordance with chapter 110 of the Public Companies Act (§110 AktG): Only shareholders, whose combined stake exceeds 1% of the share capital, may propose candidates for the election into the Supervisory Board (agenda item 8). Such proposals shall be received by the Company by 15 April 2014 in the manner described above. Each proposal shall be accompanied by the candidates' declaration in accordance with chapter 87 paragraph 2 of the Public Companies Act (§87Abs2 AktG) containing information on professional qualifications and occupations and all circumstances which may constitute a conflict of interest.

Information on the homepage
Further information on these shareholder rights according to chapters 109, 110, 118 and 119 of the Public Companies Act (§§ 109, 110, 118, 119 AktG) are available on the internet under the link http://www.pankl.com/Hauptversammlung.497.1.html.

DATE OF VERIFICATION AND ATTENDANCE IN THE AGM
Shareholders are required to evidence their shareholding as of 15 April 2014 (end of business day, Date of Verification) to be able to attend the AGM, exercise the voting rights and other shareholders'rights.
Only persons who hold shares in the Company on this date and who can proof that to the Company are entitled to take part in the AGM.
A depositary confirmation in accordance with chapter 10a of the Public Companies Act (§10a AktG) is sufficient to proof the shareholding provided the Company has received such by 22 April 2014 in the following manner:

By post or Pankl Racing Systems AG
courier Investor Relations
for the attention of Ms. Brigitte Putz
Industriestraße West 4
8605 Kapfenberg,
By telefax +43(0)3862 33 999 - 181
By email: ir@pankl.com, with the depositary confirmation to be attached as a text file (e.g. PDF file)
By SWIFT CENBATWW (Message Type MT599);
Please quote the reference: ISIN AT0000800800

Depositary Confirmation in accordance with Chapter 10a of the Public Companies Act (§10a AktG)
The depositary confirmation shall be issued by a custodian bank domiciled in the EU, or in a full OECD member state and shall contain the following:
* Information regarding the issuer: Name and address or customary transfer code used for identification purposes between banks
* Information regarding the shareholder: Name and address, date of birth for natural persons, commercial register identification for legal entities
* Information regarding the shares: Number of shares of the shareholder, ISIN AT0000800800
* Deposit account number or any other appropriate description
* Date of the depositary confirmation.
The depositary confirmation shall refer to the Date of Verification, which is the 15 April 2014.
The depositary confirmation shall be in the German or English language.

REPRESENTATION BY PROXY
Each shareholder who is entitled to take part in the AGM may elect a proxy who takes part in the AGM on his/her behalf and who can exercise all rights which the shareholder himself/herself is entitled to.
The power of attorney shall be issued to one or more defined persons (natural person or legal entity) in writing.
The power of attorney shall be delivered to the Company in the following manner:

By post Pankl Racing Systems AG
Investor Relations
for the attention of Ms. Brigitte Putz
Industriestraße West 4
8605 Kapfenberg,
By telefax: +43(0)3862 33 999 - 181
By email: ir@pankl.com with the power of attorney attached as a separate text file (e.g. PDF file)
In person: ahead of the AGM at the registration point

A power of attorney form and the form to revoke a proxy can be sent by the Company if requested and are available on the internet under the link http://www.pankl.com/Hauptversammlung.497.1.html.
The power of attorney form shall be received by the Company by 24 April 2014, 14.00. The power of attorney form may also be delivered to the Company in person on the day of the AGM at the registration point.
All of the above shall apply appropriately for revoking a proxy.

INDEPENDENT PROXY
Shareholders may use the special service to appoint a representative from the shareholders' association IVA, 22 Feldmühlgasse, A-1130 Vienna, as their independent proxy. This representative is bound by the instructions of the represented shareholders. If you are interested in this service, please contact Mr. Michael Knap from the IVA either directly - Tel. +43-1-8763343-30, Fax +43-1-8763343-39 or email michael.knap@iva.or.at or use the special power of attorney form which is available on the internet under the link http://www.pankl.com/Hauptversammlung.497.1.html.

TOTAL AMOUNT OF SHARES AND VOTING RIGHTS
At the time the AGM is convened, the share capital of the Company is divided into 3,150,000 shares without nominal value. Each share represents one equal vote. At the time the AGM is convened, the Company holds no own shares. At the time the AGM is convened, the total number of shares entitled to attend the AGM and to vote in the AGM is 3,150,000.
To assure smooth progress at the registration point for the AGM, we kindly ask all shareholders to arrive in due time before the official start of the AGM. Voting cards are issued and sharehold-ers admitted from 9.30am.

Bruck upon Mur, March 2014

The Management Board

(end)

Emitter:	Pankl Racing Systems AG Industriestraße West 4 8605 Kapfenberg Austria
Contact Person:	panklag
Phone:	+43(0)3862 33 999-317
E-Mail:	Brigitte.Putz@pankl.com
Website:	www.pankl.com
ISIN(s):	AT0000800800 (Share)
Stock Exchange(s):	Vienna Stock Exchange (Official Trade); Free Market in Berlin, Dusseldorf, Frankfurt, Hamburg, Munich, Stuttgart