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Convertible bonds Hrb30 May 2011 German Trade Register Announcements, Germany (26/05/2011)
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LANXESS AG, Leverkusen,
Unnamed street ??, 51369 Leverkusen, Germany
. The Annual General Meeting of May 18, 2011 decided to repeal the authorisations I and II of the Board of Management granted by the Annual General Meeting of May 31, 2007 for the increase of the share capital (conditional capital I pursuant to Section 4 (4) of the Articles of Association and to create a new contingent capital in Section 4 (4) of the Articles of Association; the previous paragraph 4 (6) is now Section 4 (5); to amend the Articles of Association in Section 12 (Remuneration of the Supervisory Board) para. 2 and paragraph 4. The share capital is up to 16,640,534.00 EURO, divided into up to a piece 16,640,534 on the Inh. no-par value shares, conditionally increased (conditional capital). The conditional capital increase will only be carried out to the extent that Inh. or creditors of option or conversion rights or those obliged to convert/exercise options from warrants and/or convertible bonds issued against cash deposits, profit-sharing rights and/or profit bonds (or combinations of these instruments) issued by the Company or a subordinategroup of the Company on the basis of the authorisation of the Board of Management by resolution of the General Meeting of May 18, Issued or guaranteed in 2011 to May 17, 2016, exercise their options or conversion rights or, if they are obliged to convert/exercise options, fulfil their obligation to convert/exercise options or, in so far as the Company exercises a right to vote, to grant shares of the Company in whole or in part in lieu of payment of the amount of money due. The conditional capital increase shall not be carried out in so far a.s. cash compensation is granted or treasury shares, shares of authorised capital or shares of another listed company are used for service. The new shares shall be issued at the option or conversion price to be determined in accordance with the authorisation decision referred to above. The new shares will participate in the profit from the beginning of the financial year in which they are created. The Management Board is authorized, with the consent of the Supervisory Board, to determine the further details of the implementation of the conditional capital increase.
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: LANXESS AG, Cologne, Germany.
