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Ppa (3) · MD (2) · Acquisition: TDK Electronics Europe GmbH · Merger: TDK Italia S.p.A. · Change of headquarters: TDK Marketing Europe GmbH · Break-up: TDK Electronics Europe GmbH · Capital: €20M … Hrb24 Oct 2008 German Trade Register Announcements, Germany (17/10/2008)

Overview

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TME GmbH, Neuss (
Unnamed street ??, 41460 Neuss, Germany
). GmbH. Partnership agreement of July 23, 2003, later amended. The Shareholders' Meeting of September 22, 2008 decided to amend the partnership agreement in Sections 1 (1) and 2 (company, registered office) and with it to transfer the registered office of Ratingen (previously Amtsgericht Düsseldorf HRB 48419) to Neuss and to change the company. Subject: Trade including the import and export of electronic and optical storage media and magnetic tapes, video games and music DVDs, as well as electronic devices and components, and the performance of all tasks for this purpose. Share capital: EUR 20,025,050.00. General representation scheme: If only one managing director is appointed, he shall represent the company alone. If several directors are appointed, the company is represented by two directors or by a managing director together with an authorized representative. By decision of the shareholders' meeting, one or more directors may be granted the power to represent the company individually at all time. Any managing director may be exempted from the restrictions of the § 181 BGB by a shareholder decision. Managing Directors: ????????, ?????, Milan/Italy, *??.??.????; ???????, ????? ??????, AJ Wassenaar/Netherlands, *??.??.???? to enter into legal transactions on behalf of the company in their own name or as a representative of a third party. Individual procura with the power to enter into legal transactions on behalf of the company in its own name or as a representative of a third party: ????, ?????? ???????, Amstelveen/Netherlands, *??.??.????; ???????, ????? ?????? ??????????, Gravenhage/Netherlands, *??.??.????; ????????, ????, Minneapolis/USA, *??.??.????. In accordance with the splitting and takeover agreement of November 24, 2003 and the approval decisions of its and the shareholders' meeting of the transferring entity, the company took over parts of the assets of the TDK Electronics Europe GmbH with its registered office in Ratingen (Amtsgericht Düsseldorf HRB 43136), namely its sub-operation Media, which is specified in Section 3 of the contract, including the permanent establishment in Langendorf/Switzerland, as a whole by way of conversion by separation. The spin-off shall only become effective upon registration on the register sheet of the transferring entity. The spin-off took effect with the registration on the register sheet of the legal entity on December 19, 2003. The company, as the acquiring entity, is merged as the acquiring entity with TDK Italia S.p.A. with its registered office in Milan under R.E.A. Milan No. 13337952, in accordance with the merger agreement of March 30, 2004 and the approval decisions of its and the shareholders' meeting of the transferring entity from the same day.

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: TME GmbH, Frankfurt a. Main, Germany.