Announcement of Converium Ltd, Zurich Regarding the Settlement with the Excluded Minority Shareholders.Business Editors ZUG Zug (ts  k), canton (1993 pop. 87,100), 93 sq mi (241 sq km), N central Switzerland. , Switzerland--(BUSINESS WIRE)--Jan. 27, 2003Converium Holding Ltd, today reports on the Announcement of Converium Ltd, Zurich regarding the Settlement with the Excluded Minority Shareholders. Converium has been listed on the SWX Swiss Exchange SWX Swiss Exchange An all-electronic securities exchange formed from the 1995 merger of exchanges in Geneva, Basel, and Zurich. The exchange offers trading in equity securities, investment funds, exchange-traded funds, bonds, Eurobonds, and options. (SWX SWX Swiss Exchange (trademark of SWX Swiss Exchange) SWX SolidWorks (3D solid modeling CAD software) SWX Splitter / Wave Division Multiplexer : CHRN CHRN Certified Hyperbaric Registered Nurse CHRN Canadian Harm Reduction Network (Toronto, Ontario, Canada) CHRN Commonwealth Human Rights Network CHRN Child Health Research Network CHRN Citizens for a Healthy Rural Neighborhood ) and New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. (NYSE NYSE See: New York Stock Exchange : CHR CHR canine hypoxic rhabdomyolysis. ) since December 2001. Converium AG, Zurich (CH) Announcement Regarding the Settlement with the Excluded Minority Shareholders of Converium Ruckversicherung (Deutschland) AG (previously: Zurich Ruckversicherung (Koln) AG) -- International Securities Identification Number: 840 140 - -- ISIN DE0008401407- The ordinary shareholders' meeting shareholders' meeting n. a meeting, usually annual, of all shareholders of a corporation (although in large corporations only a small percentage attend) to elect the Board of Directors and hear reports on the company's business situation. of Converium Ruckversicherung (Deutschland) AG on November 21, 2002 resolved to transfer the stocks of the minority shareholders of Converium Ruckversicherung (Deutschland) AG to Converium AG, Zurich (Switzerland) as the principal shareholder in return for cash compensation according to ss.ss. 327 a ff. AktG (the German Stock Corporation Law) as follows: "The stocks of the minority shareholders of Converium Ruckversicherung (Deutschland) AG shall, according to the procedure for exclusion of minority shareholders (ss.ss. 327a ff. AktG), receive cash compensation in the amount of (EUR EUR In currencies, this is the abbreviation for the Euro. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. )1,912.10 for each individual stock held in Converium Ruckversicherung (Deutschland) AG that is transferred to Converium AG, Zurich (Switzerland)." The transfer resolution was entered into the commercial register of Converium Ruckversicherung (Deutschland) AG on January 8, 2003 at the District Court of Cologne. Consequently, all stocks of the minority shareholders of Converium Ruckversicherung (Deutschland) AG have been transferred to Converium AG, Zurich (Switzerland). Stock certificates (these still bear the name Zurich Ruckversicherung (Koln) AG) exclusively certify the right to cash compensation until their submission to Converium AG, Zurich (Switzerland). Interest shall accrue on the cash compensation starting from the date of the entry of the transfer resolution into the commercial register of Converium Ruckversicherung (Deutschland) AG at an annual rate of 2 percent above the base interest rate. Converium AG, Zurich (Switzerland) has set the cash compensation to be granted according to ss. 327 b AktG to the excluded minority shareholders at (EUR)1,912.10 for no-par-value share of Converium Ruckversicherung (Deutschland) AG. The appropriateness of the compensation was examined and confirmed by Susat & Partner OHG OHG Offene Handelsgesellschaft OHG Otto Hahn Gymnasium (Germany) OHG Old High German OHG Operators Harmonization Group (ITU) OHG Official Hotel Guide OHG One Hit Gamer (gaming) Wirtschaftsprufungsgesellschaft, Hamburg, functioning as a court-appointed expert auditor. For excluded shareholders who keep their stocks of Converium Ruckversicherung (Deutschland) AG in a separate custody of securities at a banking institution, nothing needs to be done with respect to receiving the cash compensation. They will be credited with the compensation in return for the removal of their stocks via their depository bank. The excluded shareholders of Converium Ruckversicherung (Deutschland) AG who keep their stocks themselves are asked to submit their stocks with dividend coupons no. 5 through 20 and renewal coupon to receive cash compensation from January 27, 2003, through April 28, 2003 at a domestic branch of Commerzbank AG, Frankfurt am Main, during normal business hours BUSINESS HOURS. The time of the day during which business is transacted. In respect to the time of presentment and demand of bills and notes, business hours generally range through the whole day down to the hours of rest in the evening, except when the paper is payable it a bank or by a or to submit their shares at a financial institution of their choosing and provide their bank details for the purpose of transferring the cash compensation. After submission of the effective stock certificates, the shareholders will receive the cash compensation without delay after the normal processing necessary in connection with the submission of effective stock certificates has been performed. The receipt of the cash compensation is free of any commission or fees for the excluded minority shareholders of Converium Ruckversicherung (Deutschland) AG. We will place compensation amounts that are not claimed by April 28, 2003 by the individuals with the right to compensation with the corresponding district court in Cologne--depository office--with renunciation The Abandonment of a right; repudiation; rejection. The renunciation of a right, power, or privilege involves a total divestment thereof; the right, power, or privilege cannot be transferred to anyone else. of the right to reclaim the amounts and approve payment with the instruction that the right to claim compensation be proven through the submission and transfer of the stock certificates to the depository. In the event that in the course of a judicial judgement according to ss.ss. 327 f, 306 AktG a higher compensation is specified under law, a corresponding supplement to the compensation will be granted to all minority shareholders of Converium Ruckversicherung (Deutschland) AG excluded as a result of the transfer resolution. |
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