AGREEMENT AND PLAN OF AMALGAMATION by and among HARBOR GLOBAL COMPANY LTD., ISVIAS TRADING LIMITED and NAMREDIPS LTD. Dated as of August 18, 2006Agreement and Plan of Amalgamation • August 18th, 2006 • Harbor Global Co LTD • Real estate • New York
AGREEMENT AND PLAN OF AMALGAMATION, dated as of August 18, 2006 (this “Agreement”), by and among Harbor Global Company Ltd., a Bermuda limited duration company (the “Company”), Isvias Trading Limited, a company incorporated under the laws of the Republic of Cyprus (“Buyer”), and Namredips Ltd., a Bermuda company and a wholly owned subsidiary of Buyer (“Newco”).
Harbor Global Company Ltd. One Faneuil Hall Marketplace Boston, Massachusetts 02109 August 18, 2006Harbor Global Co LTD • August 18th, 2006 • Real estate
Reference is made to the Amended and Restated Administration and Liquidation Agreement, effective as of July 10, 2006, by and between Calypso Management LLC, a Delaware limited liability company (“Calypso”), and Harbor Global Company Ltd., a Bermuda limited duration company (the “Company”), as amended (the “Administration Agreement”).
AMALGAMATION AGREEMENTAmalgamation Agreement • August 18th, 2006 • Harbor Global Co LTD • Real estate
WHEREAS, the Company and Amalgamation Sub have agreed to amalgamate pursuant to the provisions of the Companies Act 1981 of Bermuda, as amended, and continue as a Bermuda exempted company on the terms and conditions hereinafter appearing (the remaining company to be known in this Agreement as the “Amalgamated Company”); and
