Common use of Liquidation of the Company Clause in Contracts

Liquidation of the Company. The Company will be in liquidation as soon as it has been wound up, irrespective of the reason therefor. One or several liquidators will be appointed with the unanimous consent of the General Partners, either by the Extraordinary General Meeting deciding to wind up the Company, which decision will be made under the same quorum and majority requirements as for Ordinary General Meetings, or by an Ordinary General Meeting called on an extraordinary basis. The liquidator – or each of the liquidators if there are several – represents the Company and has the broadest powers to realise the Company’s assets, even by private agreement, as well as the authority to pay creditors and to distribute the remaining balance. The General Meeting may authorise the liquidators to continue the Company's current business and to undertake new business for the requirements of the liquidation. The net proceeds arising on liquidation, after settlement of liabilities, is used to fully repay the paid-up, non-redeemed share capital. The balance, if any, is divided in proportion to the number of shares held by each shareholder.