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By resolution of the Annual General Meeting of 01.07.2009, the two ... Hrb 10 Jul 2009 German Trade Register Announcements, Germany (08/07/2009)
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INDUS Holding AG, Bergisch Gladbach (
Unnamed street ??, 51429 Bergisch Gladbach, Germany
). By resolution of the Annual General Meeting of July 1, 2009, the two approved capitals (Authorised Capital I and Authorized Capital II) approved by the Annual General Meeting on July 5, 2004 have been repealed, two new authorized capitals have been created (Authorized Capital I, Authorized Capital II) and Section 4.3 and Section 4.4 of the Articles of Association have been amended accordingly. The Board of Management is authorized to raise the company's share capital by June 30, 2014 with the approval of the Supervisory Board by issuing new ones to the Inh. of the no-par value shares in exchange for cash deposits by up to a total of EUR 14,328,626.00 (Authorised Capital I). Shareholders must be granted a subscription right in the event of a capital increase. However, the Management Board is authorised, with the approval of the Supervisory Board, to exclude marginal amounts from the subscription rights of the shareholders. The Board of Management is also authorized to determine the further details of the capital increase. The Management Board is authorized to increase the share capital of the company by up to EUR 2014 with the approval of the Supervisory Board. 9,552,417.00 by one-time or multiple editions of new ones on the Inh. of no-par value shares in exchange for cash and/or non-cash contributions (Authorised Capital II). The Management Board is authorized, with the consent of the Supervisory Board, to exclude the subscription rights of the shareholders and to determine the further details of the capital increase: - if the issue amount of the new shares does not fall significantly below the stock exchange price of shares of the company of the same equipment at the time the issue amount is determined within the meaning of Section 203 paragraph 1 and 2, Section 186 paragraph 3 sentence 4 AktG. This authorisation to exclude the subscription right shall apply only to the extent that the shares to be issued in the context of the capital increase shall be subject to a pro rata amount of the share capital of not more than 10 % of both the share capital of the company at the time of taking effect of this authorisation and the share capital of the company at the time of the exercise of that authorisation. This maximum amount for a subscription rights exclusion shall be set off against the pro rata amount of the share capital of shares issued or sold during the term of this authorisation in direct or equivalent application of Section 186 paragraph 3 sentence 4 AktG, subject to exclusion of subscription rights; Shares issued or are to be issued during the term of this authorisation on the basis of bonds issued in accordance with this provision with conversion or option rights shall also be taken into account. - in the event of a capital increase in exchange for contributions in kind for the acquisition of undertakings, parts of undertakings or shareholdings in undertakings.
This filing was translated from German to English. The filing refers to a past date, and does not necessarily reflect the current state. The latest known state is available on the following page: INDUS Holding AG, Bergisch Gladbach, Germany.
