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Acquisition: Honeywell GmbH · Spin-off: Honeywell GmbH · Capital: €308,000 · Share­holder agreement Hrb3 Sept 2007 German Trade Register Announcements, Germany (31/08/2007)

Overview

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Honeywell Building Solutions GmbH, Offenbach am Main (
Unnamed street ??, 63067 Offenbach a. Main, Germany
). The shareholders' meeting of July 3, 2007 with supplement of August 23, 2007 decided to increase the share capital by EUR 200,000.00 for the purpose of carrying out the spin-off with the Honeywell GmbH based in Offenbach am Main (Amtsgericht Offenbach am Main HRB 40462) and the corresponding amendment of the partnership agreement in Section 4 (share capital). New share capital: EUR 308,000.00. As the acquiring entity, the company has acquired parts of the assets (subdivision "Honeywell Building Solutions") of the Honeywell GmbH with its registered office in Offenbach am Main (Amtsgericht Offenbach am Main HRB 40462) a.s. a whole by way of conversion by way of conversion in accordance with the spin-off and takeover agreement of July 3, 2007 and August 23, 2007. The spin-off has taken effect with simultaneous registration in the register of the registered office of the transferring entity. As not registered: the creditors of the entities participating in the spin-off must be notified in writing of their claim in writing within six months of the date on which the registration of the spin-off in the register of the legal entity of which they are creditors has been made known in accordance with Paragraph125, 19 (3) of the UmwG, unless they can claim satisfaction. However, creditors are only entitled to this right if they demonstrate that the spin-off jeopardises the fulfilment of their claim. Reference is also made to the spin-off and takeover agreement of July 3, 2007 with amendments of August 23, 2007 and to the other documents submitted.

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: Honeywell Building Solutions GmbH, Offenbach a. Main, Germany.