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Acquisition: R+S solutions Holding AG, R + S servtec GmbH · Merger: R+S solutions Holding AG, R + S servtec GmbH · Spin-off: R+S solutions Holding AG · Break-up: R+S solutions Holding AG … Hrb12 Sept 2007 German Trade Register Announcements, Germany (10/09/2007)

Overview

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R + S solutions GmbH, Fulda (
Unnamed street ??, 36041 Fulda, Germany
). The Shareholders' Meeting of August 23, In 2007, the increase in the share capital by EUR 125,000.00 for the purpose of merging with R + S servtec GmbH in Fulda (HRB 1513) and by a further EUR 1,350,000.00 for the purpose of acquiring the outsourced electrical installation business AG in Fulda, HRB 1812) and the corresponding amendment to the company agreement in Section 4 of the company agreement was decided. New share capital: EUR 1,500,000.00. In accordance with the splitting and takeover agreement of August 23, 2007 and the approval decisions of the participating legal entities of 23/August 28, 2007, the company has acquired parts of the assets (electrical installation division) of R+S solutions Holding AG, based in Fulda (Amtsgericht Fulda HRB 1812) a.s. a whole by means of the conversion by spin-off. The spin-off is registered with the transferring company on September 10, 2007. As not registered, reference is made to the merger agreement of August 23, 2007. The creditors of the entities participating in the spin-off shall be required to provide security if, within six months of the date on which the entry of the spin-off in the register of the registered entity of which they are creditors has been made known in accordance with Paragraph 125, 19 (3) of the UmwG, they must be notified in writing of their claim for the amount of the law, 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.

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: R + S solutions GmbH, Fulda, Germany.