K. Increase in the share capital
I. Ordinary and authorised capital increase
1. Ordinary capital increase
1 A decision to increase the share capital is taken by means of resolution passed by the general meeting; it must be carried out by the board of directors within three months.
2 The resolution of the general meeting must be done as a public deed and specify:
- 1.
- the full nominal value by which the share capital is to be increased and the amount of contributions to be paid up;
- 2.
- the number, nominal value and type of shares and the preferential rights attaching to specific share classes;
- 3.
- the issue price or the authority conferred on the board of directors to set the price, and the date on which the divaidend entitlement commences;
- 4.
- the type of capital contributions to be made and, in the case of contributions in kind, their nature and value, the name of the contributor and the shares due to him in exchange;
- 5.
- in the case of acquisitions in kind, the nature of such assets, the name of the contributor and the consideration provided by the company;
- 6.
- the nature and value of special privileges and the names of the beneficiaries;
- 7.
- any restriction on the transferability of new registered shares;
- 8.
- any restrictions on or cancellation of subscription rights and the allocation of subscription rights that have not been exercised or have been withdrawn;
- 9.
- the conditions to be met when exercising contractual subscription rights.
3 Where the capital increase is not entered in the commercial register within three months, the resolution of the general meeting lapses.
1 Amended by No I of the FA of 4 Oct. 1991, in force since 1 July 1992 (AS 1992 733: BBl 1983 II 745).