RB 78/2008 General Meeting of Shareholders Announcement
02-11-2008

The Management Board of AmRest Holdings SE (“AmRest”), pursuant to the articles 29 and 32 of the Company’s Articles of Association and the article 39.1.1. of the Regulation of the Minister of Finance dated October 19th 2005 on current and periodic information, hereby announces that:
 
1) The Pre-Meeting of the General Meeting of Shareholders (the "Pre-Meeting") of the Company will be held on Tuesday 25 November 2008 at AmRest business office, Plac Grunwaldzki 25-27, 50-365 Wrocław. The Pre-Meeting of the General Meeting of Shareholders will begin at 10.00 a.m. (CET).
 
2) The General Meeting of Shareholders (the "General Meeting") of the Company will be held on Wednesday 26 November 2008 at Hilton Schiphol, Schiphol Boulevard 701, 1118 BN Schiphol, the Netherlands. The General Meeting of Shareholders will begin at 10.00 a.m. (CET)
 
The agenda of the Pre-Meeting and the General Meeting:
 
1 - Opening
2 - Transfer of the registered office of AmRest Holdings SE from Amsterdam (The Netherlands) to Wroclaw (Poland);
3 - Amendment of the Ar­ticles of Asso­ciation of the Company ac­cord­ing to annex A3 of the proposal for the transfer of the registered office under the condition precedent of registration of AmRest Holdings SE in Poland;
4 - Authorization each member of the Management Board of the Company, as well as each lawyer of the law firm Houthoff Buruma N.V., each of them individually, to apply for the Minis­ter­ial Certi­ficate of No Objection and to sign the Deed of Amend­ment of Articles of Associ­ation.
5- Closing
The agenda, the explanatory notes thereto, and all related documentation for the General Meeting will be deposited for inspection by the shareholders at the registered office of the Company at Prins Bernhardplein 200, Amsterdam, The Netherlands and at the business office Plac Grunwaldzki 25-27, 50-365 Wrocław, Poland and is also made available through the Company’s web site at http://www.amrest.eu, from today until after the end of the General Meeting. Copies may be obtained free of charge.
 
Pursuant to articles 31.11 and 33.5 of the Company’s Articles of Association the right to participate in a Pre-Meeting and the General Meeting shall accrue to the shareholders who will deposit the depositary certificates confirming the right to participate in a Pre-Meeting and the General Meeting at the office of the Company: Plac Grunwaldzki 25-27, 50-365 Wrocław. The date of validity of the depositary certificate and hence the date of release of the blockade of the shares specified in the depositary certificate shall expire not earlier than on 27 November 2008.
 
The depositary certificates may be deposited as of the date of this announcement until 19 November 2008. The depositing of the depositary certificate shall serve as a ticket of admission to the Pre-Meeting and the General Meeting.
 
The right to attend and to exercise rights in the Pre-Meeting and/or the General Meeting can be exercised by proxy authorized in writing, provided the written power of attorney is received by the Board of Management no later than on 19 November 2008.
 
At the Pre-Meeting, the shareholders will be given the opportunity to authorize members of the Management Board to attend the General Meeting and to exercise their voting rights on their behalf in accordance with their instruction.
 
All communications to the Management Board in connection with the foregoing must be addressed as follows:
Dzial Prawny For the attention: Michał Rypiński AmRest Holdings SE Plac Grunwaldzki 25-27 50-365 Wroclaw Poland

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