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Acquisition: E. DIS AG · Spin-off: E. DIS AG · Capital: €250M · Shareholder agreement · Corporate Purpose Hrb 5 Jul 2017 German Trade Register Announcements, Germany (03/07/2017)
Overview
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HRB 16068 FF: E. DIS Netz GmbH, Fürstenwalde/
Spree, Langewahler Straße 60, 15517 Fürstenwalde/Spree.
Object: The operation, maintenance and expansion of distribution systems for electricity and gas, including the performance of all related tasks and services. The Company may also perform other tasks of supply (tele) communication and other services, as well as services, in particular to companies of the E. ON Group. Capital: EUR 250,000,000.00; Legal form: By resolution of the shareholders' meeting of April 25, 2017, the share capital for the implementation of the spin-off and takeover agreement "Netz" of April 25, 2017 by 249,897,500.00 to 250,000,000.00 EUR has been increased and the share agreement has been recast, in particular as amended in Section 2 (object of the company) and in Section 4 (objective of the company). Legal responsibility: On the basis of the spin-off and takeover agreement "Netz" of April 25, 2017, the company has taken over the assets of E. DIS AG with its registered office in Fürstenwalde/Spree (Amtsgericht Frankfurt/Oder HRB 7488) as a whole by spin-off for inclusion in the spin-off and takeover agreement "Netz". The "Netz" operation includes, inter alia, all limited rights in rem (in particular land liens and servitudes) registered in the Land Registry, which have the right to be entitled to the E. DIS AG or one of its successors, with the exception of the following service books in the following land registers of the district court of Königs Wusterhausen (i) Land Registry of Selchow Blatt 302 (Flur 1, parcel 486) (ii) Land registry of Diepensee Parcel 220) (iii) Land register of Diepensee Blatt 600 (Flur 1, parcel 211) (iv) Land register of Waltersdorf Blatt 1072 (Flur 2, parcel 517) and (v) Land register of Waltersdorf Blatt 2000 (Flur 2, parcel 519)(Annex I.6.1 b of the spin-off and takeover contract "Netz"). The division took effect with the simultaneous entry in the register of the registered office of the transferring entity. There is a profit transfer agreement of April 25, 2017 with E. Dis AG based in Fürstenwalde/Spree, which was approved by the Shareholders' Meeting by resolution of April 25, 2017 and the Annual General Meeting by resolution of April 25, 2017.
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: E.DIS Netz GmbH, Fürstenwalde/Spree, Germany.
