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Acquisition: European Energy Exchange AG · Spin-off: European Energy Exchange AG · Break-up: European Energy Exchange AG · Capital: €1,000,000 · Corporate Purpose Hrb31 Aug 2006 German Trade Register Announcements, Germany (24/08/2006)
Overview
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European Commodity Clearing AG, Leipzig (
Unnamed street ??, 04109 Leipzig, Germany
). The Annual General Meeting of August 10, 2006 decided to increase the share capital by EUR 950,000.00 to EUR 1,000,000.00 in order to carry out the split (spin-off) of part of the assets of the European Energy Exchange AG in Leipzig. The capital increase has been carried out. By resolution of the same Annual General Meeting, the Articles of Association are amended to Sections 2 (U-object), 4 (height and division of the share capital) and 6 (to the Board of Management). New subject: Operation of a clearing house in accordance with the statutory provisions. This includes in particular: (a) the function as a central counterparty of over-the-counter trades and over-the-counter transactions (b) the ex post settlement of over-the-counter and over-the-counter transactions, c) the operation of clearing systems for the settlement of transactions referred to in (a) and (b) (d) the provision of supporting services to the European Energy Exchange AG and their customers, as well as other energy and raw material exchanges and their customers. By way of the spin-off for the opening pursuant to the division and takeover agreement of July 11, 2006 as well as resolution of the Annual General Meeting of August 10, 2006 and resolution of the general meeting of the transferring entity of June 29, 2006 with the sub-operation Clearing, the company took over part of the assets as a whole from the European Energy Exchange AG with its registered office in Leipzig (Amtsgericht Leipzig HRB 18409). The spin-off will only become effective when the spin-off is entered in the register of the transferring entity. On July 25, 2006, the company concluded a business agreement including a lease agreement with the European Energy Exchange AG in Leipzig as a re-founding contract, which was approved by the company's annual general meeting on August 10, 2006. As unregistered: Contributions in kind are made to the increase in share capital by the contribution of the sub-operation clearing of the European Energy Exchange AG. With regard to the determination, reference shall be made to the documents submitted to the Registry Court. 950,000 new no-par value shares in the name will be issued with a calculated share of the company's share capital of EUR 1.00 each. The share capital is now divided into 1,000,000 no-par number edits. The business management contract and the lease agreement are related to the spin-off and takeover agreement; it amounts to approximately EUR 925,000.00 per year. The creditors of the entities participating in the division shall be deemed to be required to declare their claim in writing in writing within six months of the date on which the entry of the division in the register of the registered office of the holder of the law of which they are creditors is deemed to be known in accordance with Paragraph 19 (3) of the UmwG, provided that they cannot claim satisfaction. However, creditors are entitled to this right only if they demonstrate that the division jeopardises the fulfilment of the 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: European Commodity Clearing AG, Leipzig, Germany.
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