Preconditions for attendance at the Annual General Meeting

Those shareholders who register with the Company for this purpose prior to the Annual General Meeting and provide the Company with evidence of their shareholding issued by their custodian institution are entitled to attend and to vote at the Annual General Meeting. Registration to attend and specific evidence of the shareholding must be submitted to the Company by no later than 24 May 2017 (24:00 hours CEST) at the following address:

Aareal Bank AG
c/o Computershare Operations Centre
80249 Munich
GermanyFax: +49 89 30903-74675
E-mail: anmeldestelle(at)computershare.de

The registration and specific evidence of shareholding must be supplied in written form (as defined in section 126b of the German Civil Code (BGB)). Specific evidence of shareholding must be supplied in either German or English and refer to 10 May 2017 (00:00 hours CEST), the record date for submission of proof.

Only those shareholders who have provided specific evidence of their shareholdings will be deemed a shareholder of the Company for the purposes of attending the Annual General Meeting and exercising their voting rights. The Company shall be entitled to demand suitable additional evidence in cases of doubt regarding the correctness or authenticity of the proof submitted. Where no such evidence is provided, or evidence is not provided in an appropriate form, the Company may deny the shareholder attendance at the meeting.

Importance of the record date

The right to attend the Annual General Meeting and the scope of voting rights depend solely on the shareholding extent at the record date for submission of proof (the "record date"). However, this record date does not in any way restrict the disposability of shareholdings. Even where shareholdings are sold, in whole or in part, after the record date, the shareholder's right to attend and vote will be based solely on his/her respective shareholding on the record date. This means that the disposal of shares after the record date does not in any way affect the shareholder's right to attend or the scope of his/her voting rights. Corresponding provisions apply to the initial or further acquisition of shares after the record date. Anyone who does not own Company shares at the record date, but afterwards becomes a shareholder of the Company, may attend and vote at the Annual General Meeting (and shareholders who acquire further shares after the record date are entitled to