The Extraordinary General Meeting of Cofinimmo approved the changes to the articles of association regarding the merger by absorption of following companies:
- Mechels Kantoren Vastgoed SA: this merger was completed against the issuing of 156,836 new ordinary Cofinimmo shares entitled to share in Cofinimmo's results as of 01.01.2006.
- MKV I SA: this merger was completed against the issuing of 42,403 new ordinary Cofinimmo shares entitled to share in Cofinimmo's results as of 01.01.2006.
- MLM Immo SA: this merger was completed against the issuing of 1,255 new ordinary Cofinimmo shares entitled to share in Cofinimmo's results as of 01.01.2006.
- Dirana SA: this merger was completed against the issuing of 3,272 new ordinary Cofinimmo shares entitled to share in Cofinimmo's results as of 01.01.2006.
The aim is to simplify the organisation of the group and to transfer to the Sicafi tax regime the assets held by these subsidiaries. All 203,766 issued shares have been attributed to Leopold Square SA, a company which is directly and indirectly 100% controlled by Cofinimmo SA.
The Cofinimmo shareholders have also approved the absorption, through partial division of the company Financière Belge d'Investissement SA (FBI SA), of a land on which the office building complex owned by BEP SA has been built (Square de Meeûs - rue de Luxembourg). As a counterpart of this partial division, the shareholders of FBI SA, which will not be winded up, received 152,002 newly issued ordinary Cofinimmo shares, entitled to share in the Cofinimmo results as of 01.01.2007 (1st dividend payable in 2008).
After these operations, the capital of Cofinimmo is represented by 10,183,788 ordinary shares and 1,499,766 preference shares. Of all ordinary shares issued, 152,002 are entitled to share in the result as of 01.01.2007 (1st dividend payable in 2008). Moreover, the ordinary shares held by Cofinimmo and its subsidiaries today totalise 311,759. They are all entitled to share in the results as of 01.01.2006. The level of own shares held by Cofinimmo now reaches 2.67%.
The Extraordinary Shareholders Meeting has also renewed the authorisation of the Board of Directors to buy or sell own Cofinimmo shares and has set at 5% the threshold at which a shareholder can request the convening of an Ordinary General Meeting in order to propose an agenda item.
Source: Cofinimmo
