Muster GMBH, Lucerne
Annual closing formalities:
- Minutes of the meeting of the management
- Annual report of the management
- Minutes of the shareholders' meeting
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Minutes of the meeting of the management of Muster GMBH, Lucerne
| Date / time | xx.xx.2015, 3 p.m. | |||
| Place of meeting | Musterstrasse 11, 8001 Lucerne | |||
| Presence: | ||||
| Chair | Markus Muster, Chairman of the Management Board | |||
| Keeper of the minutes | Kurt Muster, managing director | |||
| Other members | Fritz Muster, managing director | |||
| Agenda items |
1. Opening, chairmanship, minutes 2. Preparation of the annual report 3. Convocation of an ordinary shareholders' meeting |
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1. Opening, chairmanship, minutes
Mr. Markus Muster opens today's meeting of the management and takes over the chairmanship. He designates Mr. Kurt Muster as keeper of the minutes.
2. Preparation of the annual report
The management prepares the annual report for the attention of the ordinary shareholders' meeting.
3. Convocation of the ordinary shareholders' meeting
The management decides to call the ordinary shareholders' meeting on xx.xx.2015.
Lucerne, ………………………
The Chairman:
The keeper of the minutes:
Markus Muster
Kurt Muster
Annual report of the management of Muster GMBH, Lucerne
1 Course of Business
The annual report is presented orally and approved unanimously.
2 Risk Assessment
In the year under review, the management dealt with the risks, recorded them in writing and - if necessary - decided on the necessary measures.
3 Economic and financial situation
For this we refer to the auditor's report, which contains the balance sheet and the income statement. In a nutshell, we state that the past financial year ended as follows:
| Assets and liabilities of the balance sheet as of December 31, 2014 | CHF 120,000.00 |
| Development of the balance sheet success: | |
| Carryforward of the balance sheet result as of 1.1.2014 | CHF 10,000.00 |
| Annual profit 2014 | CHF 10,000.00 |
| Balance sheet profit as of December 31, 2014 | CHF 20,000.00 |
| Request of the management about the use of the Balance sheet success: |
|
| Allocation of general reserves | CHF 500.00 |
| Lecture balance sheet success | CHF 19,500.00 |
We also propose that the management be discharged.
4. Report on capital increase
No resolutions were passed on this in the year under review, and no such resolutions have taken place.
Lucerne, ……………………
For the management:
Markus Muster
Protocol of the
ordinary shareholders' meeting of Muster GMBH, Lucerne
| Date / time | xx.xx.2015, 3 p.m. | ||||
| place | Musterstrasse 11, 8001 Lucerne | ||||
| Presence: | |||||
| Chair | Markus Muster | 7,000 ordinary shares at CHF 100 | |||
| Keeper of the minutes | Kurt Muster | 300 ordinary shares at CHF 100 | |||
| Fritz Muster | 2,700 ordinary shares at CHF 100 | ||||
| Total | 10,000 ordinary shares at CHF 100 | ||||
| Agenda items |
1. Establishing presence and constitution 2. Approval of the minutes of the last 3. Approval of the management's annual report 4. Approval of the annual accounts 5. Resolution on the use of the 6. Discharge of the management 7. Elections 8. Miscellaneous |
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1. Establishing presence and constitution
The chairman opens the meeting. He determines that all of the company's ordinary shares are represented. The general assembly is thus held as a universal assembly in accordance with Art. 805 or 701 OR.
There are neither company representatives nor other dependent proxies within the meaning of Art. 689c OR, nor any custodian representatives within the meaning of Art. 689d OR.
The written audit report is available (the auditors are not obliged to attend the general assembly).
The minutes are kept by Mr. Kurt Muster.
No objections are raised to these findings.
2. Approval of the minutes of the last shareholders' meeting
The minutes are known to all shareholders and are unanimously approved and thanked.
3. Approval of the management's annual report
The annual report is approved unanimously.
4. Approval of the annual accounts
The auditor's report is acknowledged.
The 2014 annual financial statements (balance sheet as of December 31, 2014, income statement January 1 to December 31, 2014 and notes) with an annual profit of CHF 10,000.00 and a balance sheet result of
CHF 10,000.00 is unanimously approved.
5. Resolution on the use of the balance sheet result
At the request of the management, the meeting unanimously decides:
| Carryforward of the balance sheet result as of 1.1.2014 | CHF 10,000.00 |
| Annual profit 2014 | CHF 10,000.00 |
| Balance sheet as of December 31, 2014, available to the General Meeting | CHF 20,000.00 |
| Allocation of general reserves | CHF 500.00 |
| Lecture balance sheet success | CHF 19,500.00 |
6. Discharge of the management
The meeting requests that the management be granted discharge for their work. This motion is raised for resolution, with the managing directors abstaining.
7. Elections
- Choice of management:
The assembly elects for a further term of one year:
Markus Muster, from Lucerne, in Lucerne, Chairman of the Management Board
Kurt Muster, from Lucerne, in Lucerne, member of the management
- Election of the auditor:
According to Art. 727 OR, the prerequisites for a limited audit are met and the following will be re-elected for the 2014 financial year:
- Controlling AG, Musterstrasse 1, 8000 Lucerne
8. Miscellaneous
After all the agenda items have been dealt with, the chairman closes the meeting. He confirms that all shares were represented for the entire duration and that no objection was raised against the holding of this meeting.
Lucerne, …………………
The Chairman:
The keeper of the minutes:
Markus Muster
Kurt Muster
Distribution:
3 copies for shareholders
1 copy for society
1 copy for the auditors