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Ppa (4) · MD (2) · No longer MD (2) · Control: Kiwa Deutschland GmbH · Control: Kiwa Deutschland GmbH · Change of headquarters: Kiwa MPA Bautest GmbH · Merger (3 companies) · Acquisition (4 companies … Hrb4 Feb 2014 German Trade Register Announcements, Germany (03/02/2014)
Overview
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Kiwa GmbH,
Unnamed street ??, 21073 Hamburg, Germany
. GmbH. Partnership agreement of February 24, 2005 several times, most recently amended in accordance with the resolution of the Shareholders' Meeting of March 28, 2013. The shareholders' meeting of November 28, 2013 has the amendment of the partnership agreement in Section 1 (company and registered office) and with it the; Relocation of augsburg (previously: Amtsgericht Augsburg HRB 21110, company so far: Kiwa MPA Bautest GmbH) to Hamburg. Business address:
Unnamed street ??, 21073 Hamburg, Germany
. Subject: Engineering services in the field of construction, construction supervision, quality assurance, training, consulting, evaluation of existing buildings, structural damage and building land, Preparation of refurbishment concepts, refurbishment plans, chemically - analytical tests, physical and mechanical-technological tests, monitoring - in particular inspection of manufacturing plants and construction products or construction sites, certification of product manufacturers and products in particular mineral, metallic, bituminously bonded and polymeric building materials, fasteners in the construction industry, geoplastics and technical textiles, monitoring in construction, pollutant and environmental analyses, pollutant and environmental analyses, Share capital: EUR 50,000.00. General; Representation regulation: 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. The power of sole representation may be granted. Managing directors may be authorised to carry out legal transactions on behalf of the company with themselves in their own name or as a representative of a third party. Retired Managing Director: Dr. ??????????, ??????, Saarbrücken, *??.??.????; ????????, ???????, Hamburg, *??.??.????. Appointed Managing Director: Dr. ??????????, ??????, Syke, *??.??.????, authorized to represent one another; 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. Appointed Managing Director: Dr. Hüttl, Roland, Berlin, *??.??.????, authorised to represent in accordance with general representation rules; 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. Individual procurators: ??????, ???????, Hamburg, *??.??.????; ???????, ????????, Buchholz in the Nordheide, *??.??.????. Gesamtprokura together with a managing director or another authorized representative: Junge, Annekathrin, Rostock, *??.??.????; Dr. ??????????, ??????, Saarbrücken, *??.??.????. By way of the spin-off in accordance with the spin-off plan of July 19, 2007 and the resolutions of the shareholders' meetings, the company transferred parts of the assets from the same day to the Bautest Bauwerkserhaltungs GmbH with its registered office in Obertshausen (District Court Offenbach am main HRB 43078). The control and profit transfer agreement concluded with the Kiwa Deutschland GmbH with its headquarters in Hamburg (Amtsgericht Hamburg HRB 95227) as the dominant company on July 30, 2008 was amended by a supplementary agreement of November 20, 2010. The shareholders' meeting of November 30, 2010 approved the amendment. The company is merged as the acquiring entity with the Kiwa Bautest Dresden GmbH with its registered office in Dresden (Amtsgericht Dresden HRB 25447) in accordance with the merger agreement of December 22, 2010 and the approval decisions of the shareholders' meetings of the participating legal entities on the same day. In accordance with the division and takeover agreement of December 22, 2010 with additions of April 18, 2011 and May 20, the Company 2011 and the approval resolutions of its shareholders' meeting of December 22, 2010 as well as may 20, 2011 and the shareholders' meeting of the transferring entity of December 22, 2010 as well as from May 20, 2011 parts of the assets (sub-enterprises Brandenburg, Michendorf and Halberstadt) of Kiwa Control GmbH with its registered office in Brandenburg an der Havel (Amtsgericht Potsdam HRB 20652) as a whole by means of conversion by separation. The spin-off took effect with the registration on the register sheet of the transferring entity on June 23, 2011. In accordance with the division and takeover agreement of December 22, 2010 with additions of April 18, 2011 and May 20, the Company 2011 and the approval resolutions of its shareholders' meeting of December 22, 2010 as well as of May 20, 2011 and the shareholders' meeting of the transferring entity of December 22, 2010 as well as from May 20, 2011 parts of the assets (subdivision Beckum) of the Kiwa Zemlabor GmbH Institut für Baustoffprüfungen, after the change of company now: Kiwa Product Cert GmbH with its registered office in Beckum (Amtsgericht Münster HRB 7626) as a whole by means of the conversion by means of separation. The spin-off took effect with the registration on the register sheet of the transferring entity on July 7, 2011. The company is merged as the acquiring entity with the Kiwa MPA Berlin Brandenburg GmbH with its registered office in Berlin (Amtsgericht Charlottenburg (Berlin) HRB 57492 B) in accordance with the merger agreement of March 14, 2011 and the approval decisions of the shareholders' meetings of the participating legal entities on the same day. In accordance with the division and takeover agreement of April 28, the Company 2011 with addition of July 4, 2011 and the approval decisions of its shareholders' meeting of April 28, 2011 as well as July 4, 2011 and the shareholders' meeting of the transferring entity of April 28, 2011 and July 4, 2011 parts of the assets (partial construction examination) of the Kiwa Bauwerkserhaltungs GmbH with its registered office in Obertshausen (Amtsgericht Offenbach am Main HRB 43078) as a whole by means of conversion by separation. The spin-off took effect with the registration on the register sheet of the transferring entity on August 3, 2011. In accordance with the division and takeover agreement of April 28, the Company 2011 with addition of July 4, 2011 and the approval decisions of its shareholders' meeting of April 28, 2011 as well as July 4, 2011 and the shareholders' meeting of the transferring entity of April 28, 2011 and July 4, 2011 parts of the assets (part of the company Dreikirchen) of the Kiwa Polymer Institut GmbH with the registered office in Flörsheim am Main (Amtsgericht Wiesbaden HRB 18207) as a whole by means of conversion by means of separation. The spin-off took effect with the registration on the register sheet of the transferring entity on August 3, 2011. In accordance with the splitting and takeover agreement of July 30, 2012 and the approval decisions of its shareholders' meeting of July 30, 2012 and the shareholders' meeting of the transferring entity in July 30, 2012, the company has taken over parts of the assets (sub-operation Erkner) of the Kiwa Product Cert GmbH with its registered office in Beckum (Amtsgericht Münster HRB 7626) as a whole by means of the conversion by secession. The spin-off took effect with the registration on the register sheet of the transferring entity on August 27, 2012. The company, as the acquiring entity, is merged with the Kiwa TBU GmbH with its registered office in Greven (Amtsgericht Steinfurt HRB 2375) in accordance with the merger agreement of November 30, 2012 and the approval decisions of the shareholders' meetings of the participating entities 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: Kiwa GmbH, Hamburg, Germany.