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Merger: Ampega Investment AG · Shareholder agreement · Name: AmpegaGerling Investment GmbH · Corporate Purpose Hrb10 Oct 2006 German Trade Register Announcements, Germany (02/10/2006)
Overview
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GERLING INVESTMENT Kapitalanlagegesellschaft mbH, Cologne (
Unnamed street ??, 50597 Köln, Germany
). The shareholders' meeting of August 29, 2006 has amended the partnership agreement in Section 1 and with it the amendment of the company, the amendment of Section 3 and with it the modification of the object of the company, the insertion of a new Section 4 (notices), the amendment of the previous Section 8, new 9 (powers of the Shareholders' Meeting), Section 9, new 10 (voting rights and quorum), Section 11, new 13 (Supervisory Board) and Section 15, new 11 (majority of votes), the deletion of Section 12 (Investment Committee) and Section 16 (Notices) and the new numbering of the paragraph. New company: AmpegaGerling Investment GmbH. New object of the company: (1) The company is an investment company within the meaning of the Investment Act (InvG). The object of their activities is the management of: (a) Special funds in accordance with the Guidelines pursuant to Sections 46 to 65 invG (b) Special funds with additional risks pursuant to Sections 112 invG (c) Special Estate Funds pursuant to Sections 66 to 82 invG (d) Mixed special funds pursuant to Sections 83 to 86 InvG (e) Special Funds pursuant to Sections 87 to 90 InvG and (f) Special Funds, Special Funds pursuant to Sections 87 to 90 to which the provisions of the InvG, which apply to special funds referred to in points (a) to (d), are applicable, except for the exceptions provided for in Paragraphs 91 to 95 of the InvG, in accordance with the principle of risk mixing. 2. In addition to the management of investment assets referred to in paragraph 1, the Company may provide the following services and ancillary services: (a) the management of individual assets in financial instruments within the meaning of Section 1 (11) of the Law on Credit (KWG) and/or assets invested in real estate for others with a margin of discretion (individual asset management) and investment advice, excluding derivatives whose underlying assets are goods or precious metals (b) issued in accordance with the regulations of the InvG or by a foreign investment company, for others (c) the distribution of shares issued in accordance with the provisions of the InvG or which may be publicly distributed in accordance with Sections 130 to 140 of the InvG (d) the conclusion of pension schemes in accordance with Section 1 (1) of the Retirement Contracts Certification Act (e), which are necessary to investment the company's own assets, and (f) other activities directly related to the services and ancillary services referred to in paragraph 1 and in this paragraph. The company is merged as the acquiring entity with the Ampega Investment AG with its registered office in Hanover (Amtsgericht Hannover HRB 58344) in accordance with the merger agreement of August 29, 2006 and the resolution of its shareholders' meeting of August 29, 2006 and the general meeting of the transferring entity of August 29, 2006. The creditors of the companies participating in the merger must be deemed to have declared their claim in writing in writing within six months of the date on which the registration of the merger in the register of the registered office of the entity of which they are creditors is deemed to have been made known in accordance with Paragraph 19 (3) of the UmwG, provided that they cannot claim satisfaction. However, creditors are only entitled to this right if they demonstrate that the merger 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: Ampega Investment GmbH, Cologne, Germany.