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By resolution of the general meeting of 22.08.2006, the statutes are changed to. § 3 no. 5 (share capital, shares) ... Hrb19 Sept 2006 German Trade Register Announcements, Germany (13/09/2006)
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FORTAS AG, Rösrath (
An der Grünen Furth 7, 51503 Rösrath
). By decision of the main meeting of August 22, 2006 the statutes have been amended in. Section 3, Section 5 (share capital, shares), Section 4, paragraphs 6 and 7 (Board of Management, Representation), Section 7, 2 and 5 (General Meeting) and in. Section 9 paragraphs 2 and 3 (financial year, annual financial statements and appropriation of profits). The Management Board is authorized, with the consent of the Supervisory Board, to increase the company's share capital by up to a total of UP to EUR 2,387,500.00 by issuing new voting ordinary shares with no par value (authorized capital I) in the period up to August 21, 2011 with the approval of the Supervisory Board (Authorized Capital I). The capital increases may be made against cash and/or non-cash contributions. The Board of Management is further authorized, with the consent of the Supervisory Board, to determine a starting date of the right to profit deviating from the law, as well as to determine the further details of a capital increase and its implementation, in particular the issue amount and the remuneration to be paid for the new shares, as well as to determine the granting of the subscription right by way of an indirect subscription right in accordance with Section 186 paragraph 5 aktG. The Management Board is authorized, with the consent of the Supervisory Board, to increase the company's share capital by up to a total of UP to EUR 2,387,500.00 by issuing new voting ordinary shares with no par value (authorized capital II) in the period up to August 21, 2011, with the approval of the Supervisory Board. The cap increases may be made against cash and/or non-cash deposits. The Management Board is also authorized, with the consent of the Supervisory Board, to exclude the statutory subscription rights of shareholders in the following cases: - for the marginal amounts arising from the subscription relationship; and - for a capital increase in exchange for contributions in kind for the acquisition of undertakings or shareholdings in undertakings, even if the transferor receives, in addition to the young shares, a purchase price component in cash if the acquisition of the undertaking or the shareholding is in the best interests of the company. The Board of Management is further authorized, with the consent of the Supervisory Board, to determine a starting date of the right to profit that deviates from the law, as well as to determine the further details of a capital increase and its conduct, in particular the issue amount and the remuneration to be paid for the new shares, as well a.s. to determine the granting of the subscription right by way of an indirect subscription right in accordance with Section 186 paragraph 5 aktG.
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: FORTAS GmbH, Rösrath, Germany.
