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Member of the Executive Board: Reinhold Knodel · Change of headquarters: PANDION AG · Capital: €2,500,000 · Share­holder agreement · Proxy policy · Corporate Purpose Hrb30 Aug 2007 German Trade Register Announcements, Germany (24/08/2007)

Overview

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PANDION AG, Cologne (
Unnamed street ??, 50678 Köln, Germany
). AG. Articles of Association of May 17, 2006. On April 30, 2007/June 27, 2007, the Annual General Meeting decided to move the seat from Bonn (previously Amtsgericht Bonn HRB 14726) to Cologne and to amend it in accordance with the partnership agreement in Section 1. Increase the share capital by EUR 2,450,000.00 to EUR 2,500,000.00 and amend the Articles of Association in accordance with Section 4. The increase in the share capital has been carried out. To amend the Articles of Association in Section 15 (Costs). To amend the Articles of Association in Section 9 (Convening and Resolution). To amend the Articles of Association in Section 13 (Annual Financial Statements and Ordinary General Meeting). The aim is to acquire and sell shareholdings in other undertakings, in whatever form at home and abroad, as well as to set up such undertakings and to take over their representation and maintenance of branches. The company maintains, manages, coordinates and monitors its holdings. As a holding company, it may provide central functions, e.g. in the form of financing, and other services for all investment companies or affiliated companies within the meaning of Section 15 of the German Stock Corporation Act. It is entitled to conclude company contracts, e.g. profit transfer and control contracts, company lease agreements and any other form of community of interest agreements. The Company may also acquire, lease, exploit and sell land and other tangible deposits, property rights and other intangible assets; the company is authorised to acquire the membership of associations, interest groups and the like. The company is also entitled to the investment and management of its own assets. Share capital: EUR 2,500,000.00. General representation regulation: If only one member of the Board of Management is appointed, the company alone represents it. If several members of the Board of Management have been appointed, the Company shall be represented by two members of the Board of Management or by a member of the Board of Management together with an authorized representative. Board of Directors: Knodel, Reinhold, Cologne, *??.??.????. The sole shareholder Reinhold Knodel entered into a contract with the company on April 30, 2007 for the transfer of GmbH (partial) shares against the grant of 2,450,000 nominally worthless shares of EUR 1,- each. The Annual General Meeting approved the contract on June 27, 2007 with all votes and the entire share capital. These are: share of PANDION Servicegesellschaft mbH based in Bonn with a nominal value of EUR 25,000, Shares in PANDION Vertriebsgesellschaft mbH with headquarters in Bonn with a nominal value of EUR 12,500, EUR 12,400 and EUR 100, as well as a share of the business in PANDION Real Estate GmbH with a nominal value of EUR 25,000, a sub-unit share with a par value of EUR 23,500.

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: PANDION AG, Cologne, Germany.

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