Omission of a General Meeting of the Transferring Company Since the Transferring Company is the sole shareholder of the Acquiring Company, the consent of the General Meeting of the Transferring Company is not required (sec. 234 in conjunction with sec. 232 para. 1a Stock Corporation Act) and the Acquiring Company has waived the right to convene a General Meeting of the Acquiring Company in which a resolution is passed on the consent to the Merger (see also section 5.1).