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Contract analysis / halcyon-board-resolution-termination.docx
halcyon-board-resolution-termination.docx
1032-00005 · 5 clauses
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1. The foregoing resolutions were duly adopted by the Aufsichtsrat of the Company by writ
1. The foregoing resolutions were duly adopted by the Aufsichtsrat of the Company by written consent in lieu of a meeting (Beschlussfassung im schriftlichen Umlaufverfahren) on November 20, 2023, in accordance with § 12, Paragraph 3 of the Company's Satzung, § 108, Paragraph 4 of the AktG, and all other applicable provisions of German law and the Company's Satzung.
2. The Aufsichtsrat was properly constituted at the time of the adoption of the foregoing
2. The Aufsichtsrat was properly constituted at the time of the adoption of the foregoing resolutions, with all six (6) seats duly filled and no vacancies existing.
3. All members of the Aufsichtsrat have duly executed and delivered their written consent
3. All members of the Aufsichtsrat have duly executed and delivered their written consent to the foregoing resolutions, constituting the unanimous approval of the full Aufsichtsrat, and no member of the Aufsichtsrat objected to the procedure of adoption by written consent in lieu of a meeting.
4. The adoption of the foregoing resolutions complies in all respects with the requiremen
4. The adoption of the foregoing resolutions complies in all respects with the requirements of the AktG and the Company's Satzung, and no further corporate action is required in connection with the adoption and effectiveness of such resolutions.
5. The foregoing is a true, correct, and complete copy of the resolutions as adopted.
5. The foregoing is a true, correct, and complete copy of the resolutions as adopted. Dr. Luisa Hartmann Corporate Secretary / Schriftführerin des Aufsichtsrats Halcyon Semiconductor Aktiengesellschaft By: ________ Date: ________ This certification is provided for documentary purposes and does not constitute a notarial act (notarielle Beurkundung) within the meaning of the German Notarization Act (Beurkundungsgesetz)