22nd Annual General Meeting

on May 23, 2014

Invitation and Agenda

 We hereby invite our shareholders to the 22nd Ordinary General Meeting of Rosenbauer International AG on Friday May 23, 2014 at 10.00 a.m., in Palais Kaufmännischer Verein, Bismarckstrasse 1-3, 4020 Linz.

1. Presentation of the financial statements, including the situation report and the corporate governance report, the consolidated financial statements, including the Group situation report, and the report of the Supervisory Board for the 2013 financial year

2. Resolution on the distribution of the net profit for the year

3. Resolution on the discharge of the members of the Executive Board from their responsibility for the 2013 financial year

4. Resolution on the discharge of the members of the Supervisory Board from their responsibility for the 2013 financial year

5. Election of the auditor for the financial statements and the consolidated financial statements for the 2014 financial year

6. Election of a member to the Supervisory Board

7. Resolution on an amendment to the Articles of Association in § 5 “SHARES AND SHARE REGISTER”

8. Resolution on authorizing the Executive Board:
a) to buy back the Company’s shares pursuant to § 65 Sect. 1 Clauses 4 and 8 and Sect. 1a and Sect. 1b of AktG (the Austrian Stock Corporation Act), both on the stockmarket and over-the-counter, to a maximum extent of 10% of the nominal share capital;
b) pursuant to § 65 Sect. 1b of AktG, to decide another mode of disposal for selling or utilizing the Company’s own shares, i.e. other than by way of the stockmarket or a public offering, while applying – “mutatis mutandis” – the rules on the exclusion of shareholders' subscription rights;
c) to decrease the nominal share capital by redeeming these own shares with no further resolution of the General Meeting;
all the above rescinding the authorization most recently granted to the Executive Board by resolution of the General Meeting on May 25, 2012 as per item 7 of the said Meeting’s agenda.