ANNUAL REPORT 2012 - TiGenix

5. Information about the
Company and the Group
5.1. GENERAL
5.2. CORPORATE PURPOSE
TiGenix was incorporated on February
21, 2000 for an unlimited duration. The
Company has the legal form of a limited
liability company making or having made
a public appeal on savings (naamloze
vennootschap – NV die een openbaar
beroep op het spaarwezen doet of heeft
gedaan / société anonyme – SA faisant
ou ayant fait appel public à l’épargne)
organised and existing under the laws of
Belgium. Pursuant to the Companies Code,
the liability of the shareholders is, in principle,
limited to the amount of their respective
committed contribution to the capital of
the Company. The Company’s registered
office is located at Romeinse straat 12, box
2, 3001 Leuven, Belgium. The Company is
registered with the register of legal entities
(rechtspersonenregister – RPR / registre
des personnes morales - RPM) (Leuven)
under enterprise number 0471.340.123. The
Company can be reached by phone at the
number +32 (0)16 39 60 60.
This chapter summarises the corporate
purpose, share capital and corporate
structure of the Company and is partially
based on the Company’s Articles of
Association that have last been amended
by the meeting of the Board of Directors of
December 27, 2012.
The corporate purpose of the Company is set
forth in Article 3 of its Articles of Association
and reads as follows :
“The company has as its corporate purpose
engaging in activities in the field of research
and development regarding biological
compounds and biomaterials for its own
account and for the account of third
parties, as well as the industrialisation and
commercialisation of the results hereof.
It may engage in all possible commercial,
industrial, financial, movable and
immovable, transactions, which are, directly
or indirectly related to its corporate purpose
or which are likely to enhance it. It may,
amongst others, cooperate with, participate
in, in any way whatsoever, directly or
indirectly, take a stake in each enterprise
the corporate purpose of which is similar,
analogous or related to its own purpose.
It may mortgage its real estate and may
pledge all its other assets, including its entire
business, and it may guarantee a bill for all
loans, credits and other undertakings, on
its own behalf as well as on behalf of third
parties, provided that the company itself has
an interest thereto.”
The description hereafter is only a summary
and does not purport to give a complete
overview of the Company’s Articles of
Association, nor of all relevant provisions of
Belgian law. Neither should it be considered
as legal advice regarding these matters.
26 TiGenix I annual report 2012