Examples of Transformation Act in a sentence
On November 10, 2008, an extraordinary meeting of the shareholders of EverQ GmbH passed a resolution to reorganize the Company, under sections 190ff and 238ff of the German Company Transformation Act (Umwandlungsgesetz), as a stock corporation (Aktiengesellschaft) named Sovello AG.
As an alternative to a squeeze-out, the Purchaser and the other Reporting Persons might also consider converting Celanese AG from its current legal form of a stock corporation into either a limited partnership (Kommanditgesellschaft, KG) or a limited liability company (Gesellschaft mit beschränkter Haftung, GmbH) in accordance with the provisions of the German Transformation Act (Umwandlungsgesetz, UmwG).
Adient shall defend, indemnify, and hold harmless the Xxxxxxx Controls Group against any and all claims and Liabilities in connection with the Retained Adient German Pension Plan Liabilities, including all payments made by any of member of the Xxxxxxx Controls Group to settle claims in relation to Retained Adient German Pension Plan Liabilities for which it is liable pursuant to section 133 para 3 sentence 2 of the German Transformation Act.
In February 2006, the Company received notification from the Office of Tax and Revenue of the District of Columbia that the Company had been certified effective January 1, 2004, as a Qualified High Technology Company (“QHTC”) under the New E-Conomy Transformation Act of 2000, as amended (the “Act”).
The Borrower shall not (and shall procure that no Obligor, PropCo or Xxxxxx shall) enter into or otherwise become involved in (i) any transaction contemplated in the German Transformation Act (Umwandlungsgesetz), in each case whether implemented pursuant to the German Transformation Act or otherwise, and (ii) any amalgamation, demerger, merger or corporate reconstruction or any joint venture, consortium or similar arrangement with any person.
The Company shall not enter into any transformation (Umwandlung) within the meaning of the German Transformation Act (Umwandlungsgesetz), any similar transaction effected otherwise than in reliance on the provisions of the German Transformation Act or, in each case, any similar transaction under the laws of any jurisdiction other than Germany (each such transformation or similar transaction, a "Transformation"), other than pursuant to a Permitted Transformation.
As an alternative to a Squeeze-out, the Bidder and Blackstone might also consider converting Celanese AG from its current legal form of a stock corporation into either a limited partnership (Kommanditgesellschaft, KG) or a limited liability company (Gesellschaft mit beschränkter Haftung, GmbH) in accordance with the provisions of the German Transformation Act (Umwandlungsgesetz, UmwG).
Other than this, no special advantages within the meaning of § 126 paragraph 1 number 8 of the German Transformation Act (Umwandlungsgesetz) shall be conferred on members of the board of management or supervisory board of the companies involved in the spin-off or on auditors of the financial statements or of the spin-off.
Pursuant to Sections 62(1) and 62(5) of the German Transformation Act, within a three-month period following the date the transferring corporation and the acquiring corporation enter into a merger agreement (Verschmelzungsvertrag), the meeting of shareholders of the transferring corporation may resolve to transfer ownership of the shares held by the minority shareholders to the acquiring corporation in exchange for an adequate compensation in cash.
In accordance with the German Merger Agreement, the German Stock Corporation Law (Aktiengesetz) and the German Transformation Act (Umwandlungsgesetz) (the "German Stock Corporation Law (Aktiengesetz)" and, together with the German Transformation Act (Umwandlungsgesetz), the "GSCL"), Daimler-Benz shall be merged with and into Newco AG (the "Daimler-Benz Merger"), and Newco AG shall be the surviving corporation in the Daimler-Benz Merger (the "German Surviving Corporation").