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Acquisition: Metall Dinslaken GmbH & Co. KG · Spin-off: Metall Dinslaken GmbH & Co. KG · Break-up: Metall Dinslaken GmbH & Co. KG · Capital: €1,183,000 · Share­holder agreement Hrb19 Mar 2007 German Trade Register Announcements, Germany (09/03/2007)

Overview

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Umicore Marketing Services Deutschland GmbH, food (
Unnamed street ??, 45326 Essen, Germany
). On December 18, 2006, the Shareholders' Meeting decided to convert the share capital (DEM 2,100,000.00) to Euros, increase it from EUR 1,073,712.95 by EUR 26,287.05 and to increase a new share of the business of EUR 83,000.00 to EUR 1,183,000.00 for the purpose of spin-off and to amend the partnership agreement in Sections 4 (share capital) and 5.1 (shareholders' meeting). EUR 1,183,000.00. In accordance with the division and takeover agreement of December 18, 2006 and the approval decisions of its shareholders' meeting of December 18, 2006 and the shareholders' meeting of the transferring entity on December 18, 2006, the company has taken over parts of the assets of the Metall Dinslaken GmbH & Co. KG, based in Hanau (Amtsgericht Hanau HRA 92422) a.s. a whole by way of conversion by spin-off. The spin-off shall only become effective upon registration on the register sheet of the transferring entity. As not registered: the creditors of the companies participating in the spin-off shall be required to declare their claim in writing in writing within six months of the date on which the registration of the spin-off 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 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: Todini Deutschland GmbH, Essen, Germany.