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Acquisition: TÜV SÜD Industrie Service GmbH · Break-up: TÜV SÜD Industrie Service GmbH · Capital: €15.4M · Shareholder agreement Hrb 18 Aug 2011 German Trade Register Announcements, Germany (17/08/2011)
Overview
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TÜV Technische Überwachung Hessen GmbH,
Unnamed street ??, 64285 Darmstadt, Germany
. The shareholders' meeting of March 23, 2011 decided to convert the share capital to euros and at the same time to increase the share capital by EUR 30,871.86 in order to implement a spin-off agreement with the TÜV SÜD Industrie Service GmbH, Munich (Amtsgericht München HRB 80686). Furthermore, the share capital was increased by EUR 25,258.79 and the corresponding amendment of the partnership agreement was decided in Section 4. New share capital: EUR 15,400,000.00. In accordance with the division and takeover agreement of March 23, 2011 and the consent decisions of the participating legal entities, the company took over parts of the assets (electrical and building technology (Hessen) division (Hessen) and the "Environmental Technology (Hessen)" division of the TÜV SÜD Industrie Service GmbH, based in Munich (Amtsgericht München HRB 80686) a.s. a whole by way of conversion by means of spin-off. The spin-off shall only become effective when it is entered in the register of the registered office of the transferring entity. As not registered, reference is made to the merger agreement of March 23, 2011. The creditors of the entities participating in the spin-off shall be required to provide security if, within six months of the date on which the registration of the spin-off in the register of the registered entity of which they are creditors has been made known in accordance with Paragraph 125, 19 (3) of the UmwG, they must be notified in writing of their claim for the amount of the right to the right to the right, unless they can claim satisfaction. However, creditors are entitled to this right only if they demonstrate that the separation jeopardises the fulfilment of their claim.
This filing was translated from German to English. The filing refers to a past date, and does not necessarily reflect the current state. The latest known state is available on the following page: TÜV Technische Überwachung Hessen GmbH, Darmstadt, Germany.