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Acquisition: Aktiengesellschaft Lawo Holding AG · Spin-off: Aktiengesellschaft Lawo Holding AG · Break-up: Aktiengesellschaft Lawo Holding AG · Capital: €500,000 Hrb11 Sept 2009 German Trade Register Announcements, Germany (07/09/2009)

Overview

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Lawo AG,
Rastatt, Am Oberwald 8, 76437 Rastatt
. The Annual General Meeting of August 4, 2009 approved the amendment of the Articles of Association in Section 4 (height and division of the share capital, share certificates). The share capital is increased to EUR 500,000.00 by resolution of the Annual General Meeting of the same day to carry out the acquisition of an outsourced part of the assets of the "Lawo Holding AG", Rastatt (Amtsgericht Mannheim HRB 521919). The capital increase has been carried out. €500,000.00. By way of re-establishment, the company concluded the contract of August 4, 2009 for the spin-off of a business part of the "Lawo Holding AG", Rastatt (Amtsgericht Mannheim HRB 521919) to the company (acquiring legal entity) with the approval of the Annual General Meeting of September 1, 2009. Reference is made to the documents submitted. The AG "Lawo Holding AG", Rastatt (Amtsgericht Mannheim HRB 521919) has outsourced the sub-operation "Manufacture, development and distribution of electronic devices and accessories of all kinds" to the company (acquiring legal entity) by way of spin-off in accordance with the division and takeover agreement of August 4, 2009 (distribution for admission). The spin-off shall not take effect until the spin-off is entered in the register of the registered office of the transferring entity. Reference is made to the documents submitted to the court. As not registered: the creditors of the entities participating in the spin-off must be declared in writing if, within six months of the date on which the entry of the spin-off in the register of the registered office of the entity of which they are creditors is deemed to have been disclosed in § 19 Abs. 3 UmwG, they must declare their claim in writing on the basis of their reason and amount, provided that they cannot demand satisfaction. However, creditors are only entitled to this right if they demonstrate that the spin-off 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: Lawo AG, Rastatt, Germany.