Publication: Magyar Közlöny
Issue: MK-2010-27 (Year: 2010, Number: 27)
Era: contemporary
Section: A Kormány 35/2010. (II. 26.) Korm. rendelete
Paragraph Index: 70

5. Preparatory costs. In witness whereof, the undersigned representatives, having been authorised thereto by their respective Governments, have signed the present Convention. Done at Hamburg this 30 November 2009 in the English, French, German, Italian, Russian and Spanish languages, apart from the Technical Documents, which are only done in the English language, all texts being equally authentic, in a single original, which shall be deposited in the archives of the Government of the Federal Republic of Germany, which shall transmit a certified true copy to all Contracting Parties and acceding Governments, and subsequently notify them of any amendments. For the Government of the Kingdom of Denmark For the Government of the French Republic For the Government of the Federal Republic of Germany For the Government of the Hellenic Republic For the Government of the Republic of Hungary For the Government of the Republic of Italy For the Government of the Republic of Poland For the Government of the Russian Federation For the Government of the Slovak Republic For the Government of the Kingdom of Spain For the Government of the Kingdom of Sweden For the Government of the Swiss Confederation For the Government of the United Kingdom of Great Britain and Northern Ireland Annex to the XFEL Convention Articles of Association of the „European X-Ray Free-Electron Laser Facility GmbH” (European XFEL GmbH) The undersigned [funding agencies] Hereinafter referred to as „the Shareholders” („Gesellschafter” in the sense of the German Law on Companies with Limited Liability); Having regard to the Convention concerning the Construction and Operation of a European X-Ray Free-Electron Laser Facility, hereinafter referred to as „the Convention”, signed in [fill in location] on [fill in signing date], between the Contracting Parties defined in the preamble of the Convention and hereinafter referred to as „the Contracting Parties”; Noting that the [fill in Country] organisation and the [fill in Country] organisation have formed a consortium [fill in Name] for their participation in the Company and that the [number and name] organisations have formed a consortium [fill in Name] for their participation in the Company and that, although they have all signed the present Articles of Association, only the consortium [fill in Name] represented by the [fill in Name] and the consortium [fill in Name] represented by [fill in Name] are Shareholders of the Company; Hereby agree to establish a Limited Liability Company (Gesellschaft mit beschränkter Haftung – GmbH), namely the „European X-Ray Free-Electron Laser Facility GmbH” (European XFEL GmbH), hereinafter referred to as „the Company”, under German law, in particular the German Law on Companies with Limited Liability (Gesetz betreffend die Gesellschaften mit beschränkter Haftung – GmbHG). Index Chapter I – General provisions Article 1 Name, registered office, financial year, definition SHARE Article 2 Relation to DESY Article 3 Objects Article 4 Non-profit character Article 5 Share capital Article 6 Shareholders Article 7 Organs Chapter II – The Council Article 8 Members of the Council Article 9 Chairperson and Vice-Chairperson of the Council Article 10 Meetings of the Council Article 11 Powers of the Council Article 12 Voting procedure, resolutions Chapter III – Management of the Company Article 13 Management Board Article 14 Representation of the Company Article 15 Remit of the Managing Directors Chapter IV – Committees Article 16 Scientific Advisory Committee Article 17 Machine Advisory Committee Chapter V – Financial matters Article 18 Annual financial statement Article 19 Audit rights of the Shareholders Article 20 Changes in contributions Chapter VI – Cooperation between the Company and the Shareholders Article 21 Definitions Article 22 Intellectual Property Article 23 Inventions Article 24 Confidentiality Chapter VII – Changes in shareholdings Article 25 Admission of new Shareholders and transfer of SHARES Article 26 Redemption or compulsory assignation of SHARES Article 27 Withdrawal of a Shareholder Chapter VIII – Termination of the Company Article 28 Liquidation of the Company or change of its objects Chapter IX – Miscellaneous Article 29 Liability Article 30 Announcements Article 31 Applicable law Article 32 Severability Article 33 Entry into force Article 34 Languages CHAPTER I GENERAL PROVISIONS Article 1 Name, registered office, financial year, definition SHARE

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