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Merger (3 companies) · Share­holder agreement · Name: cadooz GmbH · Corporate Purpose Hrb16 Sept 2013 German Trade Register Announcements, Germany (12/09/2013)

Overview

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cadooz Holding GmbH,
Hamburg, Osterbekstraße 90b, 22083 Hamburg
. The shareholders' meeting of August 23, 2013 decided to recast the partnership agreement, in particular in Sections 1 (Company) and 2 (object of the company). New company: cadooz GmbH. New object of the undertaking: the acquisition, holding, management and sale of shareholdings and shareholdings in other partnerships and corporations, as well as the performance of the functions of a management holding company for the companies belonging to the cadooz Group's shareholders. The Company is entitled to provide all services related to the management of the holdings to those companies, including their financing, in the absence of banking or financial services transactions subject to authorisation. The subject is also covered with the exception of banking transactions: - online trading and distribution - operation of online portals - online marketing - development of software and technologies in the marketing and online sector as well as use of mobile devices - distribution of products and services in the context of incentive, loyalty, Promotion and premium programmes, excluding licences - the marketing and trading of event, travel and media services, the creation of software and data processing programmes, advising companies and services in the field of information technology, as well as the trade and distribution of goods and rights - trade in goods of any value which may serve as a gift, as well as vouchers for the purchase of goods or services via the Internet and related services, such as marketing, The company is merged as the acquiring entity with the mocoda GmbH with its registered office in Hamburg (Amtsgericht Hamburg HRB 122693) in accordance with the merger agreement of August 23, 2013 and the approval decisions of the shareholders' meetings of the participating entities on the same day. The company is merged as the acquiring entity with the Yamando GmbH with its registered office in Hamburg (Amtsgericht Hamburg HRB 108808) in accordance with the merger agreement of August 23, 2013 and the approval decisions of the shareholders' meetings of the participating entities on the same day. The company has merged as the acquiring entity with the cadooz AG with its registered office in Hamburg (Amtsgericht Hamburg HRB 76281) in accordance with the merger agreement of August 23, 2013 and the resolution of its shareholders' meeting of August 23, 2013 and the general meeting of the transferring entity on August 23, 2013. As not registered: the creditors of the companies participating in the merger shall be required to declare their claim in writing in writing within six months of the date on which the registration of the merger in the register of the registered office of the entity of which they are creditors is deemed to be known in accordance with Paragraph 19 (3) of the UmwG, provided that they cannot claim satisfaction. However, creditors are only entitled to this right if they demonstrate that the merger 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 current state is available on the following page: cadooz GmbH, Hamburg, Germany.