iSwap SEF Application 

Exhibit G-1 – Articles of Association
In this translation an attempt has been made to be as literal as possible without jeopardizing 

the overall continuity. Inevitably, differences may occur in translation, and if so the Dutch text 

shall prevail. 

ARTICLES OF ASSOCIATION 

ISWAP EURO B.V. 

having its seat in Amsterdam, as they read after the deed of amendment to the articles of 

association executed on 11 October 2019 before C.J.J.M. van Gool, civil-law notary in 

Amsterdam. 

1. Definitions

1.1 In these articles of association the following terms shall have the following meanings:

a. shareholder: each holder of shares in the capital of the company;

b. general meeting: the corporate body of the company formed by shareholders and

others entitled to attend meetings as well as the general meeting and others

entitled to attend meetings;

c. board: the board of managing directors of the company;

d. director: a managing director of the company;

e. supervisory director: a supervisory director of the company;

f. supervisory board: the board of supervisory directors of the company;

g. company: iSwap Euro B.V., a private company with limited liability (besloten

vennootschap met beperkte aansprakelijkheid), having its seat in Amsterdam;

h. those entitled to attend meetings:

i. shareholders with the right to vote;

ii. shareholders without the right to vote;

iii. pledgees with the right to vote;

i. meeting rights: the rights as referred to in article 2:227 paragraph 1 of the Dutch

Civil Code;

j. profits: the surplus shown by profit and loss account as adopted by the general

meeting.

1.2 The definitions described above will apply both to the singular and the plural of the 

concepts defined. 

2. Name and corporate seat

2.1 The name of the company is: 

iSwap Euro B.V. 

2.2 The company has its corporate seat in Amsterdam. 

3. Objects

The objects of the company are:

(a) to exercise the business of an investment firm (beleggingsonderneming),

including the provision of investment services and activities and ancillary

services as referred to in the MIFID Directive and related laws and regulations,

whether or not via branch offices;
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(b) to participate in, to finance, to collaborate with, to conduct the management of 

companies and other enterprises and the rendering of advice and other 

services; 

(c) to invest and manage funds; 

(d) to acquire, exploit and dispose of industrial and intellectual property rights and 

real property; 

(e) to grant loans and enter into money loan agreements; 

(f) to provide security for the debts of legal entities or other companies with which 

the company forms a group or for the debts of third parties; 

(g) to undertake all that which is connected to the foregoing or in furtherance 

thereof, 

all in the broadest sense. 

4. Share capital 

4.1 The capital of the company consists of one or more shares, each having a nominal 

value of one euro (EUR 1.-). 

4.2 The shares shall be registered and shall be numbered consecutively, starting from 1. 

4.3 All shares have voting rights and the right to share in profits. 

4.4 The company shall not issue share certificates. 

4.5 No obligations as referred to in article 2:192 paragraph 1 subparagraph a. of the Dutch 

Civil Code will accrue to the shares. 

 No requirements as referred to in article 2:192 paragraph 1 subparagraph b. of the 

Dutch Civil Code will accrue to the shareholding. 

5. Issue of shares. Pre-emption right 

5.1 Shares shall be issued pursuant to a resolution of the general meeting, which 

resolution shall also set out the price and the further terms and conditions of the issue, 

if any. 

 The issue price may not be issued below par. 

 Upon subscription for shares the nominal amount must be paid up. 

 Payment in cash can be made in different currency to the currency of the nominal 

value of the shares. 

5.2 Subject to the provisions of article 2:206a of the Dutch Civil Code, each shareholder 

shall have a pre-emption right on any issue of shares in proportion to the aggregate 

amount of his shares. 

 The pre-emption right is not separately transferable. 

5.3 The pre-emption right may be limited or excluded, but only with respect to a specific 

issue, by a resolution of the corporate body of the company that is authorised to pass 

the resolution to issue shares. 

5.4 The provisions of the previous paragraphs shall apply correspondingly to the granting 

of rights to subscribe for shares, but not to the issue of shares to a person who 

exercises a previously acquired right to subscribe for shares. 

5.5 Shares shall be issued by a deed intended for such a purpose executed before a civillaw notary practising in The Netherlands. 

6. Shares in the company's own capital 

6.1 The company may not subscribe for shares in its own capital at the time shares are 

issued. 

6.2 The company may only acquire shares in its own capital for no consideration or with 

due observance of article 2:207 of the Dutch Civil Code. 

6.3 The board shall decide on the acquisition of shares in the capital of the company. 
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6.4 The previous paragraphs shall not be applicable to shares that the company acquires 

by universal succession of title (algemene titel). 

6.5 For the purposes of this article the term ‘shares’ shall be understood to include 

depositary receipts issued for shares. 

7. Reduction of issued capital 

7.1 The general meeting may resolve to reduce the issued capital by a cancellation of 

shares or a reduction of the nominal amount of the shares by amendment of the 

articles of association. 

 The shares referred to in any such resolution must be specified therein and provisions 

for the implementation of such resolution must be made therein.

7.2 The provisions of articles 2:208 of the Dutch Civil Code shall apply to the resolution to 

reduce the issued capital and the implementation thereof. 

8. Register of shareholders 

8.1 The board shall keep a register of shareholders in accordance with the requirements 

as referred to in article 2:194 of the Dutch Civil Code. 

8.2 Each shareholder, each usufructuary and each pledgee shall be responsible for 

ensuring that the company knows his address. 

 In the event one of those entitled to attend meetings submitted his email address to 

the board in connection with the provisions of article 20 paragraph 2, those entitled to 

attend meetings shall be responsible for informing the board of any changes. 

8.3 The board shall make the register available at the office of the company for inspection 

by one of those entitled to attend meetings. 

9. Usufruct, pledge and depositary receipts of shares 

9.1 A usufruct or a pledge may be established in respect of shares. 

9.2 No voting rights shall be vested in the usufructuary on the shares on which a usufruct 

is established, nor shall the usufructuary have the rights conferred by law upon the 

holders of depositary receipts for shares to which meeting rights accrue. 

9.3 The shareholder shall have the voting rights with respect to pledged shares. 

9.4 Notwithstanding the preceding paragraph, the pledgee shall have the right to vote, if 

so provided upon creation of the pledge or if it has subsequently been agreed 

between the shareholder and the pledgee, and if the creation of the pledge has been 

approved by the general meeting. 

 A third party subrogated to the rights of the pledgee shall have the right to vote only if 

the general meeting approve the assignment of the right to vote. 

9.5 A shareholder without voting rights and a pledgee with voting rights shall have the 

same rights as those conferred by law upon the holders of depositary receipts for 

shares to which meeting rights accrue. 

 A pledgee without voting rights shall not have these rights. 

9.6 Meeting rights do not accrue to depositary receipts for shares. 

10. Transfer of shares 

 The transfer of a share and the creation or assignment of a limited right on a share, 

requires a notarial deed to that effect, executed before a civil-law notary, officiating in 

the Netherlands. 

 Furthermore, the provisions of article 2:196 of the Dutch Civil Code shall apply. 

11. Share transfer restrictions 

11.1 A transfer of shares in the company, not including a disposal by the company of 

shares which it has acquired in its own share capital, may only be effected with due 

observance of paragraphs 2 to 6 inclusive of this article. 
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11.2 Shares may be transferred only after the shareholder, for the purpose of this article 

hereinafter also referred to as: the offeror, has first offered this share or these shares 

to the other shareholders. 

11.3 The obligation to offer shall not apply if all co-shareholders have declared in writing to 

grant their approval to the transfer; the transfer must then take place within three 

months after all co-shareholders have so declared. 

11.4 The price to be paid for the shares offered for sale shall be determined by mutual 

agreement of the parties. 

 If the parties should fail to reach such agreement, the price shall be determined by 

one independent expert to be appointed by the offeror and the prospective 

purchaser(s) by mutual consent. 

 If no agreement is reached on the designation of the independent expert as referred to 

in the previous sentence, the price shall be determined by three independent experts, 

all to be appointed by the chairman of the Dutch Register Valuators (Nederlandse 

Register Valuators (NIRV)). 

11.5 The offeror remains entitled to withdraw his offer, provided that he does so within one 

month after it is known to him to which prospective purchasers he may sell all of the 

shares to which the offer relates and at what price. 

11.6 If it is ascertained that not all of the shares to which the offer relates are to be 

purchased against payment in cash, the offeror shall be free to transfer such shares 

within three months after such fact has been ascertained. 

12. Board 

12.1 The company shall be managed by a management board, consisting of one or more 

directors. 

12.2 The general meeting shall determine the number of directors. 

12.3 The directors shall be appointed by the general meeting. 

12.4 The general meeting shall be empowered to suspend or dismiss directors at any time. 

 Furthermore, the directors can also be suspended at any time by the supervisory 

board.12.5 A suspension may last no longer than three months in total, even after 

having been extended one or more times, unless a resolution for dismissal is adopted, 

in which case this term runs until the end of the employment contract. 

12.6 The remuneration and other terms and conditions under which each director is 

appointed shall be determined by the supervisory board. 

13. Organisation of the board 

13.1 The board shall be charged with the management of the company. 

13.2 The board must follow the instructions of the supervisory board, unless it is in conflict 

with the interest of the company and its related enterprise. 

13.3 The board shall adopt its resolutions by an absolute majority of votes cast. 

 Blank votes are not counted as votes. 

13.4 At meetings of the board, each director shall be entitled to cast one vote. 

13.5 A director shall not participate in the deliberation and decision making if he has a 

direct or indirect personal interest that is in conflict with the interest of the company 

and its related enterprise. 

 If no board resolution can be adopted as a result thereof, the resolution shall be 

adopted by the supervisory board. 

 13.6 A director may be represented at board meetings only by another director, 
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only for a specific meeting. 

 The board shall appoint its own chairman of the meeting. 

13.7 The board may adopt its resolutions without holding a meeting if all directors have 

been consulted and none of them objected to resolutions being adopted in such a 

manner. 

13.8 The board may determine the tasks each director shall be charged with by the division 

of tasks among themselves. 

 The board is collectively responsible for the management of the company and the 

general conduct of business within the company and in its related enterprises. 

13.9 The board is authorised to perform all legal acts as described in articles 2:204 

paragraph 1 of the Dutch Civil Code without obtaining the prior approval of the general 

meeting. 

13.10 The board may adopt internal rules regulating its decision making process. 

 The establishment, alteration and termination of such rules require the prior approval 

of the supervisory board. 

13.11 Notwithstanding any other provisions in these articles of association, the general 

meeting and/or the supervisory board is authorised to make board resolutions relating 

to any of the matters as shall be determined and clearly defined by the general 

meeting and/or the supervisory board respectively in a resolution adopted for that 

purpose, subject to the approval of the general meeting and/or the supervisory board 

respectively . 

 For the purpose of the applicability of this paragraph a resolution of the board 

approving a resolution of any body of a company in which the company participates 

shall be treated as a resolution of the board to enter into a transaction as referred to in 

the previous sentence provided that the first mentioned resolution is subject to such 

approval. 

 Failure to obtain the approval defined in this paragraph shall not affect the board or 

the director’s authority to represent the company. 

14. Absence or inability of directors 

In the event of the absence or inability to act of a director, the remaining director or 

directors shall temporarily be charged with the management of the company. 

In the event of the absence or inability to act of all the directors or of the sole director, 

the management of the company shall temporarily be entrusted to the person 

designated by the general meeting for such purpose, subject to the obligation of the 

general meeting to fill the vacancy(ies) as soon as a possible.

15. Representation and proxy holders 

15.1 The board shall represent the company in so far as the law does not provide 

otherwise. 

 In addition the company may also be represented by each director acting solely. 

15.2 Without prejudice to its own responsibility, the board is authorised to appoint one or 

more persons, whether or not in service with the company, with such authority to 

represent the company by granting of a power of attorney. 
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16. Furthermore, the board may confer such titles and 

powers to the person mentioned in the previous sentence, 

as well as another person, as shall be determined by the 

board. Supervisory board 

16.1 If the general meeting has resolved to appoint a supervisory board and filed the 

resolution at the trade register the company shall have a supervisory board consisting 

of one or more natural persons. 

16.2 The number of supervisory directors shall be determined by the general meeting. 

16.3 The supervisory directors shall be appointed by the general meeting. 

16.4 The general meeting shall be empowered to suspend or dismiss supervisory directors 

at any time. 

16.5 A suspension may last no longer than three months in total, even after having been 

extended one or more times, unless a resolution for dismissal is adopted, in which 

case this term runs until the end of the employment contract. 

16.6 The remuneration and other terms and conditions under which each supervisory 

director is appointed shall be determined by the general meeting. 

17. Organisation of the supervisory board 

17.1 The supervisory board is tasked with the supervision of the conduct of the board and 

of the general course of affairs of the company and its affiliated enterprise. 

The supervisory board shall assist the board by rendering advice. 

17.2 In performing their duties, the supervisory directors shall be guided by the interests of 

the company and of any enterprise affiliated therewith. 

17.3 The board shall provide the supervisory board with the information necessary for the 

performance of its duties, in a timely manner. 

17.4 The supervisory board shall at any time have access to all buildings and premises in 

use by the company, and shall be entitled to inspect all of the company's books and 

records and to examine all of the company's assets. 

The supervisory board may delegate this authority to one or more of its members, or 

to an expert. 

17.5 The supervisory board shall adopt its resolutions by an absolute majority of votes cast. 

17.6 Blank votes are not counted as votes. 

17.7 At meetings of the supervisory board, each supervisory director shall be entitled to 

cast one vote. 

17.8 A supervisory director shall not participate in the deliberation and decision making if 

he has a direct or indirect personal interest that is in conflict with the interest of the 

company and its related enterprise. 

If no supervisory board resolution can be adopted as a result thereof, the resolution 

shall be adopted by the general meeting. 

17.9 A supervisory director may be represented at board meetings only by another 

supervisory director, only for a specific meeting. 

17.10 The supervisory board may adopt its resolutions without holding a meeting if all 

supervisory directors have been consulted and none of them objected to resolutions 

being adopted in such a manner. 

17.11 The supervisory board may adopt internal rules regulating its decision making 

process. 
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The establishment, alteration and termination of such rules require the prior approval 

of the general meeting. 

18. Absence or inability supervisory directors 

 In the event of the absence or inability to act of a supervisory director, the remaining 

supervisory director or supervisory directors shall temporarily be charged with the 

supervision of the conduct the board of the company and the general affairs of the 

company and its affiliated enterprise 

 In the event of the absence or inability to act of all the supervisory directors or of the 

sole supervisory director, the supervision shall temporarily be entrusted to the person 

designated by the general meeting for such purpose, subject to the obligation the 

general meeting of shareholders to fill the vacancy(ies) permanently as soon as 

possible. 

19. General meetings 

19.1 At least one general meeting shall be held during the course of each financial year or 

resolutions adopted at least once as described in article 2:238 paragraph 1 of the 

Dutch Civil Code. 

19.2 If resolutions are not adopted as described in article 2:238 paragraph 1 of the Dutch 

Civil Code, then the annual general meeting shall be held within six months of the end 

of the financial year, in which shall be addressed: 

 a. the consideration of the management report, if drawn up; 

 b. the consideration and adoption of the annual accounts, 

 In the event the period set forth in article 23 paragraph 2 of the present articles of 

association is extended in conformity with the provisions set out therein, the matters 

indicated in the previous sentence will be dealt with in a general meeting to be held no 

later than one month after the extension. 

19.3 In addition, the provisions of articles 2:220, 2:221 and 2:222 of the Dutch Civil Code 

are applicable to the company. 

20. Formalities general meetings 

20.1 The general meeting shall be held in the municipality in which the company has its 

seat or in London, United Kingdom. 

 If the general meeting is held elsewhere, then valid resolutions can be adopted if all 

those entitled to attend meetings have approved of the place of the general meeting 

and the directors and the supervisory directors have been granted the opportunity to 

render their advice prior to the adoption of resolutions. 

 

20.2 Those entitled to attend meetings shall be called to the general meeting by the board 

by means of a call notice dispatched no later than the eighth day before the date of 

the general meeting. 

 If the notice period was shorter or if there was no notice given, then valid resolution 

cannot be adopted, unless all those entitled to attend meetings have agreed that 

resolutions may be adopted and the directors and the supervisory directors were 

granted the opportunity to render their advice prior to the adoption of resolutions. 

 

 The convocation of a general meeting in which the suspension or dismissal of a 

director will be resolved upon or in which it will be resolved to make provisions as 

referred to in article 14 can be done by a shareholder. 

 If those entitled to attend meetings have agreed, convocation may also occur by 

means of an electronically forwarded legible and reproducible message to the email 
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addresses which were provided to the company by them for that purpose. 

20.3 The call notice shall set forth the date, place and time of the general meeting, the 

matters to be considered, as well as the conditions as referred to in article 21 

paragraph 2 and paragraph 3, if determined by the board. 

 Call notices to those entitled to attend meetings shall be dispatched to the (email) 

addresses recorded in the register of shareholders. 

20.4 If one or more call notices dispatched in accordance with the provisions in the 

previous paragraphs 2 and 3, should fail to reach their destination, this fact shall not 

affect the constitution of the general meeting or the validity of the resolutions to be 

adopted at it. 

20.5 The general meeting shall appoint its own chairman. 

20.6 The board shall keep a record of the resolutions that are adopted. 

 The records shall be open to inspection by those entitled to attend meetings at the 

company's offices. 

 Upon request, copies of, or extracts from, these records shall be provided at not more 

than cost price. 

21. Voting general meetings 

21.1 All those entitled to attend meetings have the right to be present at, either in person 

or by written proxy (including an electronically registered proxy), and to address the 

meetings of shareholders. 

 Directors and supervisory directors as such have the right to attend the general 

meeting. 

 In general meetings the directors and the supervisory directors shall have an advisory 

vote. 

 The chairman of the general meeting shall decide on the admission of other persons 

to the general meeting. 

21.2 Each share shall entitle the holder thereof to cast one vote. 

 Voting may also be done by means of an electronic message (for example an email) 

and the board may determine certain conditions for using such electronic means of 

communication. 

21.3 In order to be able to participate in the voting, those entitled to attend meetings 

with the right to vote or their representatives must sign the attendance book, 

indicating the number of shares represented by them. 

 The provisions of article 2:227a paragraph 2 of the Dutch Civil Code shall apply to the 

participation of those entitled to attend meetings who are intending to participate in the 

manner as referred to hereunder. 

 All those entitled to attend meetings or their representatives may also attend a general 

meeting by using an electronic means of communication, and address the general 

meeting and cast their votes in such a way. 

 The board may determine certain conditions for the use of electronic means of 

communication. 

21.4 No votes may be cast in the general meeting with respect to shares held by the 

company or any of its subsidiaries, nor with respect to shares for which the company 

or any of its subsidiaries holds depositary receipts. 

21.5 The holders of a right of pledge on shares that belong to the company or its 

subsidiaries are not prevented from exercising their voting rights if the right of pledge 
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was established before the shares were acquired by the company or its subsidiary. 

 The company or its subsidiaries may not exercise the voting rights on shares in 

respect of which they are the holders of a right of pledge. 

21.6 Shares to which no voting rights accrue pursuant to the law or these articles of 

association shall not be taken into account in determining how many persons 

entitled to attend meetings with the right to vote are present or represented or the 

extent to which the share capital is provided or represented. 

21.7 Resolutions of the general meeting shall be adopted by an absolute majority of the 

votes cast provided the law or these articles of association do not require a greater 

majority. 

 Blank votes shall be considered null and void. 

21.8 In case of a tie vote, the proposal shall be rejected. 

21.9 Considering the notice period required, resolutions may not be adopted in respect 

of matters that were not mentioned in the call notice unless all those entitled to 

attend meetings have agreed that the matter may be resolved upon and the 

directors and the supervisory directors have been granted the opportunity to cast 

their advisory vote regarding the matter. 

 

22. Resolutions outside a general meeting 

22.1 Shareholders may also adopt resolutions without convening a general meeting, 

provided that all those entitled to vote consent that resolutions be adopted in this 

manner and provided that the directors and the supervisory directors have been 

given the opportunity to advise on the matter. 

 The consent to adopt resolutions in this manner may be granted by electronic means. 

22.2 Where resolutions are adopted without convening a general meeting, the votes 

shall be cast in writing (including all forms of written text transfer, including by 

electronic means). 

23. Financial year, annual accounts, management report 

23.1 The financial year of the company shall coincide with the calendar year. 

23.2 Within five months after the end of each financial year, except if this period has 

been extended by the general meeting with a maximum of five months because of 

special circumstances, the board shall prepare the annual accounts (consisting of 

the balance sheet and the profit and loss account with explanatory notes). 

 The annual accounts shall be signed by all directors and supervisory directors. 

 If one or more of their signatures are missing, the reason for this omission shall be 

given. 

 Unless article 2:403 of the Dutch Civil Code is applicable to the company, the board 

shall prepare a management report within the aforementioned period. 

23.3 In so far as the relevant provisions of the law are applicable to the company, the 

general meeting shall instruct a registered accountant or a firm of registered 

accountants as referred to in section 2:393 of the Dutch Civil Code to audit the 

annual accounts and, if prepared, the management report prepared by the board 

and prepare a report thereon and issue an auditor's certificate with respect there to. 

 Should the general meeting fail to issue such an instruction then the board shall be 

authorised to do so. 

23.4 The company shall ensure that the annual accounts, the management report, if 
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drawn up, and the additional information referred to in article 2:392 paragraph 1 of 

the Dutch Civil Code is available for inspection at the offices of the company by 

those entitled to attend meetings, from the convocation of the general meeting 

intended for the consideration thereof. 

 The company will make copies of the documents referred to in the previous sentence 

available to those entitled to attend meetings, free of charge.

 If these documents are amended this obligation also applies to the amended 

documents. 

23.5 The annual accounts shall be adopted by the general meeting. 

 The adoption of the annual accounts by the general meeting does not result in the 

discharge of the board for the management carried out by them in the preceding 

financial year as is apparent from books. 

 Such discharge requires a separate resolution. 

 After the proposal to adopt the annual accounts has been dealt with, the proposal will 

be made to the general meeting to discharge the directors in respect of their 

management in that financial year, insofar as this appears from the annual accounts 

or was disclosed to the general meeting and the supervisory directors for their 

supervision of such management. 

 

23.6 The company is obliged to publish the annual accounts at the trade register to the 

extent that the law prescribes this. 

24. Distribution of profits 

24.1 The general meeting is authorised to allocate profits that have been declared by the 

adoption of the annual accounts and determine the distribution of profits to the 

extent that the company's shareholders' equity exceeds the reserves which must be 

maintained pursuant to the law or these articles of association. 

24.2 A resolution to make a distribution shall have no effect until the board has granted 

its approval. 

 The board may only withhold its approval if it knows or can reasonably foresee that 

after the distribution the company will not be able to continue paying its debts due. 

24.3 The shares that the company holds in its own capital shall not be included for the 

purpose of calculating each distribution, unless a right of usufruct has been 

established on those shares in favor of persons other than the company or if 

depositary receipts were issued for those shares. 

24.4 When calculating the amount that will be distributed on each share, only the 

amount of on the nominal value of the share that must be paid up shall be taken into 

account. 

 The aforementioned requirement can be waived with consent of all shareholders. 

24.5 Any claim a shareholder may have to a distribution shall lapse after five years, to 

be computed from the day on which such a distribution becomes payable. 

25. Amendment of the articles of association, merger and demerger 

25.1 The general meeting may resolve to amend the company's articles of association, to 

conclude a legal merger (juridische fusie) or to conclude a demerger (splitsing). 

25.2 Those calling a general meeting at which a proposal to amend the articles of 

association is to be considered must deposit a copy of the proposal, containing the 

verbatim text of the proposed amendment, at the offices of the company for 

examination by all those entitled to attend meetings, until after the close of the 

general meeting. 
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 Those entitled to attend meetings must be given the opportunity to obtain a copy of 

the proposal described in the previous sentence from the day on which the call notice 

for that general meeting is dispatched until the day the general meeting is held. 

 Such copies shall be provided free of charge. 

26. Dissolution and liquidation 

26.1 The general meeting may resolve to dissolve the company. 

 In the event of dissolution of the company pursuant to a resolution of the general 

meeting, its assets and liabilities shall be wound up by the directors unless the general 

meeting appoints additional, or other, liquidators. 

 The remuneration to be paid to the liquidator or liquidators shall be determined by a 

resolution adopted at the same time as the resolution to dissolve the company. 

26.2 During the winding up, the provisions of these articles of association shall remain in 

force as far as possible. 

26.3 Any liquidation surplus shall be distributed to the shareholders and other parties 

entitled thereto in proportion to their respective rights. 

26.4 After the liquidation has been completed, the books, records and other data 

carriers of the dissolved company shall remain in the possession of a person to be 

appointed by the general meeting for that purpose for the period of time provided by 

law. 

27. Remaining authority of the general meeting 

 All matters not provided for in these articles of association or in the law shall be 

decided on by the general meeting. 

28. Transitional provision supervisory board 

28.1 If a supervisory board has been implemented pursuant to article 16 paragraph 1, then 

the provisions in these articles of association regarding the supervisory board and or 

supervisory director(s) shall come into effect. 

28.2 Until such time the powers attributed to the supervisory board pursuant to these 

articles of association shall accrue to the general meeting and the remaining 

provisions in the articles of association with regard to the supervisory board and/or 

supervisory director(s) shall have no effect.