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Company statute Hrb30 Jun 2011 German Trade Register Announcements, Germany (27/06/2011)
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United Internet AG, Montabaur, Elgendorfer Str. 57, 56410 Montabaur. The Annual General Meeting of May 26, 2011 approved the amendment of the Articles of Association in Section 5 paragraph 4 (share capital), repealing and redrafting the previous paragraph 4. The Annual General Meeting of May 26, 2011 approved the amendment of the Articles of Association by recasting Section 5 (4) (share capital) (authorised capital 2011). "The Board of Management is authorized to increase the share capital of the Company by up to a total of EUR 112,500,000.00 by the approval of the Supervisory Board by issuing new no-par value shares against cash deposits by up to a total of EUR 112,500,000.00 (Authorized Capital 2011). Shareholders must be granted a subscription right. The subscription right may also be granted to shareholders indirect, in accordance with Section 186 (5) of the German Civil Code (AktG). However, the Management Board is authorized, with the consent of the Supervisory Board, to exclude the subscription rights of the shareholders: - for marginal amounts; - if the capital increase is made in return for cash deposits and that is based on the new shares for which the subscription right is excluded, the share capital, which is no longer allocated, does not exceed ten out of a hundred of the share capital existing at the time of the issue of the new shares and the new shares are issued against cash deposits at an issue amount which is not substantially less than the market price of the shares already listed in the company of the same equipment at the time when the issue amount was definitively determined by the Board of Management within the meaning of Sections 203 (1) and 2 i.V.m. - to the extent necessary to grant the shares or creditors of the bonds issued by the company or its group companies with option or conversion rights or obligations a subscription right to new shares to the extent that they would be entitled to do so after exercising their right of option or conversion or after fulfillment of an option or conversion obligation; - if the capital increase is made for the grant of shares in exchange for contributions in kind. The Board of Management shall decide on the content of the share rights and the other conditions of the share issue, including the issue amount, with the consent of the Supervisory Board."
This filing was translated from German to English. The filing refers to a past date, and does not necessarily reflect the current state. The current state is available on the following page: United Internet AG, Montabaur, Germany.
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