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No longer MD (3) · MD (2) · Acquisition: Salzgitter Mannesmann GmbH · Change of headquarters · Spin-off: Salzgitter Mannesmann GmbH · No longer Control: Salzgitter Mannesmann GmbH · No longer Control … Hrb4 Oct 2006 German Trade Register Announcements, Germany (27/09/2006)
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HSP Hoesch Spundwand und Profil GmbH, Dortmund (Ungenannte Str. ??, 44147 Dortmund, Germany). GmbH. partnership agreement of 21 July 2005, amended several times. The shareholders' meeting of 25 August 2006 decided to amend the company agreement in Sections 1 (company and registered office), 2 (object of the company), 6 and 7 (managing director; legal representation) and with it the transfer of its registered office from Mülheim an der Ruhr (previously District Court of Duisburg HRB 17931) to Dortmund as well as the amendment of the company, the subject matter and the regulations on the power of representation of the managing directors. Moreover, the partnership agreement has been completely redrafted. Subject: The manufacture and distribution of heavy profile steel products, in particular sheet metal wall and mine extension profiles. Share capital: EUR 1,000,000.00. General representation scheme: The company has one or more directors. The company is legally represented by the managing director or, if several directors or deputy directors are appointed, by two directors or by a managing director together with an authorized representative. No longer Managing Director: ????, ?????????????, Braunschweig, *??.??.????; ??????, ???????, Dusseldorf, *??.??.????; Dr. ??????, ????????, Salzgitter, *??.??.????. Appointed Managing Director: ?????, ????, Dortmund, *??.??.????; ???????, ?????, Dusseldorf, *??.??.????. The control and profit transfer agreement concluded with the Salzgitter Mannesmann GmbH, based in Salzgitter (District Court of Braunschweig HRB 200012) on 17 November 2005, was terminated by termination of 18 August 2006 and 31 August 2006. In accordance with the spin-off and takeover agreement of 25 August 2006 and the approval decisions of its shareholders' meeting and the shareholders' meeting of the transferring entity, the company has taken over parts of the assets of the Salzgitter Mannesmann GmbH, which is based in Salzgitter (District Court of Braunschweig HRB 200012) as a whole by way of conversion by means of spin-off, from the same day. The spin-off took effect on 25 September 2006 with the registration on the register sheet of the transferring entity. As not registered, creditors of the company who make written notice within 6 months of this announcement, explaining their claim for reason and amount, must be provided security, insofar a.s. they cannot demand satisfaction. However, they are entitled to this right only if they demonstrate that the termination of the control and profit transfer agreement 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: HSP Spundwand und Profil GmbH, Schwerte, Germany.
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