DJ DGAP-CMS: BASF SE: Release according to Article 30e of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution
BASF SE / Law amendment of securities according to § 30e Para. 1, No. 1 of the WpHG [the German Securities Trading Act] 28.07.2010 09:00 Dissemination of a Post-admission Duties announcement according to Article 30e Para. 1, No. 1 WpHG, transmitted by DGAP - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement.=--------------------------------------------------------------------------
BASF SE
Ludwigshafen/Rhein
Announcement of the reclassification of the
no-par value bearer shares to no-par value registered shares
- ISIN DE0005151005 // WKN 515 100 -
The resolutions adopted at the Annual Shareholders'' Meeting of BASF SE on
April 29, 2010 included inter alia a resolution to convert the no-par value
bearer shares into no-par value registered shares at a conversion ratio of
1:1. The corresponding amendment to the Statutes was entered in the
Commercial Register at District Court of Ludwigshafen am Rhein on 26 July
2010 and has thus taken effect.
The reclassification to registered shares requires the keeping of a share
register listing the surname, first name, date of birth and address of each
shareholder and the number of BASF shares that he or she holds. Entry in
the share register is important for all shareholders because only
shareholders entered in the register can be identified by the company as
shareholders and are thus entitled to exercise voting rights at
Shareholders'' Meetings.
The legal position of our shareholders who are entered in the share
register is not impaired by the switch from no-par value bearer shares to
no-par value registered shares. The interest they hold in the company and
the rights associated with share ownership remain unchanged. The right of
shareholders to sell their shares is not restricted or impeded since the
transfer of registered shares in BASF SE does not require the approval of
the Company.
BASF shareholders were notified by their depositary banks at the end of
June 2010 of the upcoming switch from bearer to registered shares and the
registration requirement in the share register. Shareholders should follow
the instructions received from their depositary bank.
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In connection with the reclassification of the subscribed capital of BASF
SE to no-par value registered shares - in addition to the aforementioned
registration of shareholders'' data for entry in the share register - a
technical reclassification of the deposits from no-par value bearer shares
to no-par value registered shares at a ratio of 1:1 is required. Further,
the stock market listing of BASF bearer shares (ISIN DE0005151005) has to
be altered.
From 2 August 2010, BASF shares will be traded in the form of no-par value
registered shares of BASF SE on the regulated market at the stock exchanges
in Berlin, Dusseldorf, Frankfurt am Main, Hamburg, Hanover, Munich and
Stuttgart as well as in the Prime Standard segment of the Frankfurt Stock
Exchange, which entails additional post-listing obligations. From this
date, only registered shares of BASF SE will be deliverable under the new
ISIN DE000BASF111. Stock market orders that have not been executed at the
time of the reclassification will expire at midnight on 30 July 2010.
The no-par value registered shares of BASF SE will be converted and traded
at the London Stock Exchange and Swiss Stock Exchange according to the
respective regulations at these Stock Exchanges.
Based on the status on the evening of 30 July 2010, depository banks will
reclassify holdings of no-par value bearer shares of BASF SE from the
previous ISIN DE0005151005 to no-par value registered shares of BASF SE
with the new ISIN DE000BASF111 at a conversion ratio of 1:1.
The capital stock underlying the no-par value registered shares is
evidenced by permanent global certificates deposited with Clearstream
Banking AG, Frankfurt am Main, Germany.
The clearing bank is
Deutsche Bank AG, Frankfurt am Main.
The reclassification of holdings of bearer shares to registered shares is
free of charge for the shareholders of BASF SE.
Ludwigshafen am Rhein, in July 2010
BASF SE
The Board of Executive Directors
28.07.2010 Ad hoc announcement, Financial News and Press Release distributed by DGAP.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: BASF SE
Carl-Bosch-Straße 38
67056 Ludwigshafen
Deutschland
Internet: www.basf.com
End of News DGAP News-Service
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(END) Dow Jones Newswires
July 28, 2010 03:00 ET (07:00 GMT)