FAQ on the Annual General Meeting

When will the next Annual General Meeting take place?
The next Annual General Meeting of ThyssenKrupp AG is being held on Friday, January 23, 2009 in Bochum/Germany.

top

Can any stockholder take part in the Annual General Meeting?
The Annual General Meeting is the highest decision-making body of a stock corporation at which stockholders can exercise their rights to ask questions and to vote. Each stockholder is entitled to participate in the Annual General Meeting in person or be represented by a proxy. Participation is conditional on the stockholder presenting a record of share ownership at the record date and registering in good time. The deadlines to be met are announced in the invitation to the Annual General Meeting.

top

How and where can stockholders register to attend the Annual General Meeting?
Before the Annual General Meeting, stockholders are sent an invitation via their depositary banks including the agenda for the Annual General Meeting. Using the reply form provided by the depositary bank, stockholders can either authorize the bank to exercise their voting rights or request an admission ticket from the depositary bank for themselves or a proxy. The invitation to the Annual General Meeting is published in the electronic German Federal Gazette (Bundesanzeiger) and Authorized journal for stock market announcements. From the day of publication in the Federal Gazette, the invitation can also be accessed on the internet.

top

What can stockholders do who have registered for the Annual General Meeting in time but not received admission tickets?
Stockholders who have registered in time but not received admission tickets can still attend the Annual General Meeting. If an admission ticket has been issued but e.g. has gone astray in the mail, the stockholder in question is still included on the registration list. This list is checked in the foyer of the venue and a replacement ticket issued to allow participation.

top

What can stockholders do who have not received an invitation to the Annual General Meeting?
As ThyssenKrupp shares are bearer shares, invitations to the Annual General Meeting are dispatched to stockholders exclusively via their depositary banks. Stockholders should therefore contact their depositary bank.

top

Is it possible to leave the Annual General Meeting temporarily and return later?
Stockholders can leave the Annual General Meeting temporarily via the exit barrier. They are entitled to re-enter by presenting their blocks of voting cards. When leaving, stockholders must check out at the exit barrier and check in again on their return so that the list of participants can be updated.

top

Can a stockholder be represented by proxy at the Annual General Meeting and issue proxy authorizations and voting instructions in advance of the meeting?
Stockholders unable to attend the Annual General Meeting in person can issue proxy authorizations and voting instructions.
By issuing proxy authorizations and voting instructions in advance, a stockholder can authorize proxies nominated by the Company to vote in accordance with his or her instructions.
The proxy authorization and the instructions to the Company-nominated proxies can be issued in writing or electronically via the internet.
In addition, the proxy authorization can be issued to a bank or stockholders' association. The proxy authorization and the instructions must be sent directly to these bodies. However, stockholders should first make sure that the bank or stockholders' association has agreed to represent their voting rights.

top

Can stockholders assign their voting rights while the Annual General Meeting is in progress?
If a stockholder leaves the Annual General Meeting early but wishes for his or her voting right to continue to be represented, he or she can authorize another stockholder or the Company-nominated proxies to exercise his or her voting right.

top

What is a voting right?
A voting right is the right, acquired with the purchase of a share, to take part in the voting on items on the agenda at the Annual General Meeting, in particular on the dividend payout and the discharge of Executive Board and Supervisory Board.
All stockholders are entitled to exercise their voting rights. However, by issuing a proxy authorization, stockholders may also assign their voting rights to third parties, in particular to their depositary bank, a stockholders' association or proxies nominated by the Company. According to the Articles of Association of the Company, each share of stock grants one vote at the Annual General Meeting.

top

Will the Annual General Meeting be broadcast on the internet?
At the instruction of the chairman of the Meeting, all stockholders and interested members of the public can follow the entire Annual General Meeting live on the internet. The opening of the Annual General Meeting by the chairman of the meeting together with the speech by the Executive Board Chairman will also be available as a recording after the Annual General Meeting.

top

How can stockholders file counterproposals?
Under Art. 126 of the German Stock Corporation Act (AktG) stockholders may file a counterproposal to a proposal of the Executive Board and Supervisory Board on specific items on the agenda. Such counterproposals must be sent to an address of the Company stated in the invitation to the Annual General Meeting no later than two weeks before the date of the Annual General Meeting.
Disclosable counterproposals received in good time at this address are made available to the other stockholders on the Company's website.

top

Is there a full documentary record or a complete video/audio recording of the Annual General Meeting for stockholders?
No, neither a full documentary record nor video/audio recordings of the Annual General Meeting are made.

top

Is it possible to participate at the Annual General Meeting via conference call or over the internet?
No, these forms of participation are not possible. Under German Stock Corporation Law stockholders must be physically present or represented by a proxy to exercise their stockholder rights.
However, the entire Annual General Meeting will be boardcast live on the internet.

top