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This English Translation Is Provided for Convenience Only. the Original German Text Shall Be the Sole Legally Binding Version This English translation is provided for convenience only. The original German text shall be the sole legally binding version. Hapag-Lloyd Aktiengesellschaft Hamburg - ISIN DE000HLAG475 - - Securities Identification Number HLAG47 - Invitation to the Annual General Meeting Our shareholders are hereby cordially invited to the Annual General Meeting of Hapag-Lloyd Aktiengesellschaft on 26 August 2016 at 10:30 am at Hotel Grand Elysée Hamburg, Rothenbaumchaussee 10, 20148 Hamburg. 241 I. Agenda and proposed resolutions 1. Submissions to the Annual General Meeting pursuant to section 176(1) sentence 1 of the German Stock Corporation Act (AktG) The Executive Board hereby provides the Annual General Meeting with the following submissions pursuant to section 176(1) sentence 1 AktG: . the adopted annual financial statements of Hapag-Lloyd Aktiengesellschaft as at 31 December 2015, . the approved consolidated financial statements as at 31 December 2015, . the Management Report and Group Management Report of Hapag-Lloyd Aktiengesellschaft and the Hapag-Lloyd Group, including the notes contained therein in accordance with sections 289(4) and 315(4) of the German Commercial Code (HGB), . the report of the Supervisory Board, and . the recommendation by the Executive Board for the appropriation of the net income. All of the aforementioned documents can be obtained at www.hapag-lloyd.com/hv and will be made available for viewing at the Annual General Meeting. The Supervisory Board approved the annual financial statements and consolidated financial statements prepared by the Executive Board in accordance with section 172 AktG on 23 March 2016. With the approval of the Supervisory Board, the annual financial statements are hereby adopted. Therefore the adoption of the annual financial statements or approval of the consolidated financial statements by the Annual General Meeting pursuant to section 173 AktG is not required. Rather, the submissions for Agenda Item 1 must be made available to the Annual General Meeting and must be explained to the same; however, a resolution is not required pursuant to the German Stock Corporation Act (apart from the resolution for Agenda Item 2). 2. Resolution on the appropriation of the net income The Executive Board and Supervisory Board propose to adopt the following resolution: The entire net income generated in the 2015 business year of EUR 108,403,937.87 is carried forward to new account. 3. Resolution on the discharge of the members of the Executive Board for the 2015 business year The Executive Board and Supervisory Board propose to adopt the following resolution: 341 The members of the Executive Board who held office in the 2015 business year are hereby discharged for that period. 4. Resolution on the discharge of the members of the Supervisory Board for the 2015 business year The Executive Board and Supervisory Board propose to adopt the following resolution: The members of the Supervisory Board who held office in the 2015 business year are hereby discharged for that period. 5. Resolution on the appointment of the auditor for the annual and consolidated financial statements for the 2016 business year, and the auditor for an audit review of the condensed financial statements and interim management report for the 2016 business year, and an audit review of additional financial information during the course of the year (if required) Supported by the recommendation of the audit committee, the Supervisory Board proposes to adopt the following resolution: KPMG AG Wirtschaftsprüfungsgesellschaft, Hamburg, is appointed a) auditor of the annual and consolidated financial statements for the 2016 business year, b) auditor for the audit review of condensed financial statements and interim management reports during the course of the 2016 business year and the first quarter of 2017, if and insofar as these documents are subjected to an audit review. KPMG AG Wirtschaftsprüfungsgesellschaft, Hamburg, has stated to the Supervisory Board that the firm, its executive bodies and audit managers do not maintain any business, financial, personal or other relationships with the Company and the members of its executive bodies, which could give rise to doubts regarding the firm's independence. 6. Resolution on the approval of the compensation system for members of the Executive Board The current compensation system for members of the Executive Board must be submitted to the Annual General Meeting for review according to section 120(4) AktG. The Executive Board and Supervisory Board propose to adopt the following resolution: The Annual General Meeting hereby approves the current compensation system for members of the Executive Board, as described in the compensation report. The compensation report, which describes the current compensation system for members of the Executive Board, forms a part of the Group Executive Report for Hapag-Lloyd Aktiengesellschaft in the 2015 Annual Report. The Annual Report can be 441 obtained at www.hapag-lloyd.com/hv, and will be made available for viewing at the Annual General Meeting. 7. Resolution on the cancellation of Authorized Capital III and the creation of 2016 Authorized Capital with the option to exclude shareholder subscription rights and on a corresponding redrafting of section 5.3 of the Articles of Association Section 5.3 of the Articles of Association currently provides for what is referred to as Authorized Capital III, under which the Executive Board is authorized, subject to the consent of the Supervisory Board, to increase the Company’s share capital in the period up to, and including, 17 September 2020 by a total of up to EUR 14,271,323.00 (Authorized Capital III) on one occasion in one lump sum or on multiple occasions by issuing up to 14,271,323 new, registered no par value shares in exchange for cash. Thus far, the Executive Board has not availed of this authorization. In order to give the Company more flexibility in future, so that it can comprehensively boost its equity, if needed, Authorized Capital III is to be now cancelled, while at the same time resolving to make provision for new authorized capital. The Articles of Association are to be now amended to reflect this. The Executive Board and Supervisory Board propose to adopt the following resolution: a) The authorization currently in place that allows for an increase of the share capital up to, and including, the deadline of 17 September 2020 under section 5.3 of the Articles of Association (Authorized Capital III) is hereby cancelled, with the cancellation becoming effective upon registration of the new 2016 Authorized Capital set out below. b) The Executive Board is authorized, subject to the consent of the Supervisory Board, to increase the Company’s share capital in the period up to, and including, 30 June 2018 by up to EUR 50,000,000.00 (2016 Authorized Capital) by issuing up to 50,000,000 new, registered no par value shares in exchange for contributions in cash and/or in kind. The present authorization can also be availed of on one occasion in one lump sum or on multiple occasions in partial amounts, but in any case only up to a total amount of EUR 50,000,000.00. In general, shareholders must be granted a right to subscription. In doing so, the shares may also be taken up by one or more credit institution(s) pursuant to section 186(5) AktG or by one or more undertaking(s) operating pursuant to section 53(1) sentence 1 or section 53b(1) sentence 1 or section 53b(7) of the German Banking Act (Gesetz über das Kreditwesen) subject to the obligation that the shares be offered to the shareholders of the Company for subscription (‘indirect subscription right’). At the same time, the Executive Board is authorized, with the Supervisory Board's approval, to exclude the shareholders' right to subscription for one or more capital increases in line with the authorized capital, (1) in order to exclude fractional shares from the right to subscription; 541 (2) to issue shares in return for cash contributions where the issue price for the new shares does not significantly fall below the stock market price for pre- existing stock-listed shares of the same class and carrying the same rights, for the purposes of section 203(1) and section 203(2), and of section 186(3) sentence 4 AktG, at the time the issue price is finally fixed by the Executive Board, and the proportionate amount of the share capital attributable to the shares newly issued in exclusion of the subscription right under section 186(3) sentence 4 AktG does not exceed a total of 10% of the share capital existing at the time of registration of the authorization in the Commercial Register (Handelsregister) or – where this amount is lower – of the share capital existing at the time the new shares are issued. The Company’s own shares issued or sold during the term for the present authorization in exclusion of shareholder subscription rights pursuant to section 71(1) number 8 sentence 5 half-sentence 2 in conjunction with section 186(3) sentence 4 AktG must be applied against this maximum limit of 10% of the share capital. Also deducted from this 10% limitation are shares that were or are to be issued in order to service bonds with conversion or warrant rights or with conversion or warrant obligations, provided that these bonds were issued by analogous application of section 186 para. 3 sentence 4 AktG during the term of this authorisation whilst excluding shareholder subscription rights. In addition, shares issued during the term of this authorisation on the basis of other
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