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Ppa (3) · MD (2) · Acquisition: MEON Pensions GmbH & Co. KG · Change of headquarters: Aviga GmbH · Change of legal form: AVIGA AG · Spin-off: MEON Pensions GmbH & Co. KG · Merger (3 companies) … Hrb8 Apr 2009 German Trade Register Announcements, Germany (07/04/2009)
Overview
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Aviga GmbH,
Unnamed street ??, 25870 Norderfriedrichskoog, Germany
. Subject: The acquisition, management and sale of shareholdings and other assets, as well as the management of receivables, liabilities and contingent liabilities in connection with assets sold. Capital: EUR 148,350,000.00 Representation scheme: The company has one or more directors. If a managing director is appointed, he represents the company alone. If several directors have been appointed, the company is represented jointly by two directors or by a managing director in community with one authorized representative. The power of sole representation may be granted. Managing Directors: 1. Dr. ???????, ??????, *??.??.????, Essen; Managing Directors: 2. ???????????????, ??????, *??.??.????, Essen Prokura: 1. ?????????????, ?????, *??.??.????, Kerpen; Prokura together with a managing director or another authorized representative; 2. Dr. ???????, ?????, *??.??.????, Düsseldorf; Prokura together with a managing director or another authorized representative; 3. ???????, ??????, *??.??.????, Moers; Prokura together with a managing director or another authorized representative legal form: limited liability company; Partnership agreement of: February 20, 2001 last amended by resolution of December 15, 2003 By resolution of the shareholders' meeting of March 12, 2009 the registered office of the company Duisburg (Amtsgericht Duisburg HRB 8998) has been moved to Norderfriedrichskoog and the partnership agreement has been amended in Section 1 (2) and Section 4 (2) (notices). Legal relations: The company was created by changing the form of the AVIGA AG, based in Duisburg (Amtsgericht Duisburg HRB 6902), as a result of the conversion decision of January 20, 2001.; It shall continue the AG entered in the commercial register on November 17 and 1995; On the basis of the merger agreement of March 26, 2004 and the approval decisions of the same day, the EBV Verwaltungs GmbH, based in Norderfriedrichskoog (Amtsgericht Flensburg HRB 1460 HU), was merged into the company as a whole by transferring its assets without liquidation; In accordance with the spin-off and takeover agreement of December 20, 2006 and the approval decisions of the same day, the company transferred parts of its assets, including the pension obligations referred to in Paragraph 1 (1) (a) as a whole, to MEON Pensions GmbH & Co. KG, established in Grünwald (Amtsgericht München HRA 81353) a.s. the acquiring entity by way of the spin-off in accordance with § 123 Abs. 3 Nr. 1 UmwG; Due to the merger agreements of February 15, 2008 and the approval decisions of the same day, the VEBA Telecom Management GmbH based in Düsseldorf (Amtsgericht Düsseldorf HRB 33597) and the VIAG Telecom Beteiligungs GmbH, which is based in Munich (Amtsgericht München HRB 108973), were merged into the company a.s. a whole by transferring their assets without liquidation. Note: Date of first registration: April 2, 2001.
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: Aviga GmbH, Norderfriedrichskoog, Germany.