Vorarlberger Landes- und Hypothekenbank Aktiengesellschaft

Resolutions of Holders
Holders' Representative
21
under Notes other than Pfandbriefe is Frankfurt am Main. Non-exclusive
place of jurisdiction for any legal proceedings arising out of Pfandbriefe
is Vienna.
In accordance with the Act on Debt Securities of 2009
(Schuldverschreibungsgesetz – "SchVG") the Notes contain provisions
pursuant to which Holders may agree by resolution to amend the Terms
and Conditions (with the consent of the Issuer) and to decide upon
certain other matters regarding the Notes. Resolutions of Holders
properly adopted, either in a meeting of Holders or by vote taken without
a meeting in accordance with the Terms and Conditions, are binding
upon all Holders. Resolutions providing for material amendments to the
Terms and Conditions require a majority of not less than 75%. of the
votes cast. Resolutions regarding other amendments are passed by a
simple majority of the votes cast, subject to a higher majority provided
for in the Terms and Conditions.
In accordance with the SchVG the Notes provide that the Holders may
by majority resolution appoint a representative for all Holders (the
"Holders' Representative"). The responsibilities and functions
assigned to the Holders' Representative appointed by a resolution are
determined by the SchVG and by majority resolutions of the Holders.
The Holders' Representative may also be designated in the Terms and
Conditions of the Notes. In such case, the duties, rights and functions of
the Holders' Representative are determined by the relevant provisions
of the Terms and Conditions.