SOURCE: Arcelor SA

May 12, 2006 02:53 ET

Arcelor SA announces Shareholder's Meeting

Luxembourg -- (MARKET WIRE) -- May 12, 2006 --Arcelor calls an Extraordinary Shareholders' Meeting to decide on a public share buy-back offer and strengthen shareholders' rights

Luxembourg, 12 May 2006 - Arcelor has called an extraordinary general meeting of shareholders in Luxemburg, for Friday 19 May, 2006. The agenda contains a draft resolution providing for a public offer to buy back shares of the company for the purpose of their cancellation. This offer will be open to all shareholders and willl concern a maximum of 150 million shares, at a price to be set by the Board of Directors, but not exceeding 50 euros per share.

The proposed share buy-back implements the intention announced by the Board of Directors on April 4, 2006.

Given the quality of Arcelor's balance sheet, its payout capacity and economic prospects, the Board of Directors had announced its intention to distribute a total amount of 5 billion euro to the shareholders, coming from the group's available cash flow. A public share buy-back offer figured among the possible options announced on April 4.

Another resolution on the extraordinary general meeting agenda seeks to reinforce the group's already high corporate governance standards. It proposes the insertion of an article into Arcelor's Articles of Association allowing shareholders holding at least 1% of the shares outstanding to request that draft resolutions be placed on the agenda of the meeting.

Under Luxemburg company law quorum requirements, 50% of the share capital must be present or represented in order to vote on the agenda. If the quorum is not reached, a second meeting will be called for the end of June 2006, in accordance with the legally prescribed time limit; there is no quorum requirement for this second meeting.

Arcelor is the number one steel company in the world with a turnover of 32.6 billion euros in 2005. The company holds leadership positions in its main markets: automotive, construction, household appliances and packaging as well as general industry. The company - number one steel producer in Europe and Latin America - ambitions to further expand internationally in order to capture the growth potential of developing economies and offer technologically advanced steel solutions to its global customers. In 2006, Arcelor employs 110,000 associates in over 60 countries. The company places its commitment to sustainable development at the heart of its strategy and ambitions to be a benchmark for economic performance, labour relations and social responsibility. For more information visit

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