BANKRUPTCY REPORT Number: 8 (final) Date: 12 June Global PVQ Netherlands B.V. ( Global PVQ Netherlands )

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1 Identical to the digital report BANKRUPTCY REPORT Number: 8 (final) Date: 12 June 2015 Global PVQ Netherlands B.V. ( Global PVQ Netherlands ) The bankruptcy trustees will communicate with holders of bonds issued by Global PVQ Netherlands ( Bondholders ) in two ways: (i) information which the bankruptcy trustees are obliged to provide to Bondholders pursuant to the Dutch Bankruptcy Act, e.q. about the filing of claims, the date of the creditors' meeting and any distributions, will be presented in Notices to Bondholders. The bankruptcy trustees will send these notices through the electronic information channels of the clearing systems; (ii) the bankruptcy trustees will make information on the progress of the bankruptcy available by publishing public reports on a quarterly basis. Both the notices and the public reports can be found on Company details : Global PVQ Netherlands B.V. Insolvency number : C.10/13/158 F District court : Rotterdam Date of judgment : 12 February 2013 Bankruptcy trustees : N. Tollenaar and J.G. Princen Supervisory judge : R. Kruisdijk Application presented by : company's own application Activities of the company : financing activities Turnover details : turnover 2012: EUR (15,639,614) Personnel average no. : none Reporting period : 17 April 2015 up to and including 12 June 2015 Previous reports : March 2013 : June September December March September April 2015 Hours put in, reporting period : 43,9 hours Hours put in, total : 629,9 hours 1

2 Number of appendices : 1. Concept of the final financial report 2. List of recognized claims of creditors 0. Initial comments 0.1 This is the eighth and final report of the bankruptcy trustees of Global PVQ Netherlands (the Bankruptcy Trustees ). The final report covers the period 17 April 2015 up to and including 12 June The additions in this final report are written in italic and start at chapter 11 of this report 0.2 The bankruptcy of Global PVQ Netherlands is legally complex and has cross-border aspects. In this report the Bankruptcy Trustees set out the current state of affairs in a simplified manner in accordance with the guidelines for bankruptcy reporting common in the Netherlands. 0.3 In line with the judgment of the Supreme Court of 21 January 2005 (JOR 2005/104) it is pointed out that this report is not intended to present an account on the status of the bankruptcy estate or to provide full insight. Individual creditors cannot derive any rights from this report. This report is only furnished for information purposes. Bondholders who wish to obtain advice on their rights and obligations under the heading of bonds issued by Global PVQ Netherlands are advised to engage an independent (legal) adviser. 1. Inventory 1.1 Management and organisation Global PVQ Netherlands (formerly called Q-Cells International Finance B.V.) was founded on 5 February 2007 and is a 100% subsidiary of Global PVQ SE (formerly called Q-Cells SE). After the bankruptcy of Q-Cells SE in the spring of 2012 in Germany the German bankruptcy trustee sold, inter alia, the Q-Cells name, necessitating a name change at Q-Cells International Finance B.V. 2

3 Global PVQ SE has its registered office at Sonnenallee 17-21, Bitterfeld-Wolfen (06766), in Germany and is the holding company of the world-wide operating Global PVQ Group ( Global PVQ Group ). An organisational flow-chart of the group of companies to which the bankrupt company belongs is attached as an appendix to this report (Appendix 1). Global PVQ Netherlands is based at Westblaak 89 in (3012 KG) Rotterdam. TMF Netherlands B.V. (as of 5 February 2007) and Mr R. Christner (as of 1 October 2011) (the Management ) were registered as managing directors in the trade register on the bankruptcy date. Global PVQ Netherlands could be represented by two directors jointly. Activities of Global PVQ Netherlands B.V. Global PVQ Netherlands acted as financing company for the business activities of the Global PVQ Group by issuing via various parties acting as intermediary convertible bond loans to both institutional and private parties. In the framework of these activities, on 28 February 2007 Global PVQ Netherlands issued a series of EUR 492,500, % guaranteed convertible bonds, the principal and accrued interest of which were to be repaid on 28 May 2012 latest. The bonds could be converted into ordinary no-par value bearer shares of Global PVQ SE (the 2012 Bonds ). In addition, on 26 May 2009 Global PVQ Netherlands issued a series of EUR 250,000, % guaranteed convertible bonds, the principal and accrued interest of which were to be repaid on 26 May 2014 latest, unless these bonds are repaid, converted, redeemed or cancelled prior to that date. The bonds can be converted into ordinary no-par value bearer shares of Global PVQ SE (the 2014 Bonds ). The 2012 Bonds and the 2014 Bonds will hereafter collectively be called the Bonds ) To secure Global PVQ Netherlands' obligations to pay interest and principal under the Bonds for each of the 2012 Bonds and the 2014 Bonds, Global PVQ SE provided a 3

4 guarantee to Citibank, N.A. as Principal Paying Agent on behalf of the individual Bondholders (the Guarantees ). Global PVQ Netherlands lent the proceeds of the Bonds on to Global PVQ SE. To this end, on 28 February 2007 and 26 May 2009 it concluded loan agreements with Global PVQ SE (the Intercompany Loans ). As security forits obligation to pay principal under the Bonds, Global PVQ Netherlands assigned its claim on Global PVQ SE for payment of principal under the Intercompany Loans to Citibank, N.A. as Principal Paying Agent on behalf of the individual Bondholders (the Assigned Claims ). This is in short the structure under which the Bonds were issued. Issued and paid up capital EUR 18,000 Paid-up shares According to the 2011 annual accounts, the shares were fully paid up as at 31 December Profit and loss The Management has provided the Bankruptcy Trustees with the annual accounts of 2009, 2010 and 2011 and the books and records of Global PVQ Netherlands. It follows from the 2009 annual accounts that Global PQV Netherlands realised a profit in that year of EUR 385,718. It follows from the 2010 annual accounts that Global PVQ Netherlands realised a profit in that year of EUR 494,650. It follows from the 2011 annual accounts that Global PVQ Netherlands realised a profit in that year of EUR 427,694. The accounts show that Global PVQ Netherlands realised a loss in 2012 of EUR (18,872,470). 1.3 Balance sheet total According to the annual accounts and records of Global PVQ Netherlands B.V. the 4

5 balance sheet total was: - as at 31 December 2009: EUR 755,695,276; - as at 31 December 2010: EUR 755,847,202; - as at 31 December 2011: EUR 756,032,729; and - as at 31 December 2012: EUR 753,370, Shareholders' Equity According to the annual accounts and records, the shareholders' equity of Global PVQ Netherlands B.V. was: - as at 31 December 2009: EUR 4,608,159; - as at 31 December 2010: EUR 4,722,809; - as at 31 December 2011: EUR 4,656,503; and - as at 31 December 2012: EUR (14,215,967). 1.5 On-going litigation Global PVQ Netherlands is involved in one court case in Germany as defendant. The German court suspended these proceedings following the pronouncement of bankruptcy. These proceedings were supervised up to the bankruptcy date by Mr. Richter of the German law firm Hengeler Mueller. The bankruptcy trustees have received a brief summary of these proceedings from Mr. Richter. 1.6 Insurance Investigation of the administration has revealed that Global PVQ Netherlands does not have any insurance policies at this moment. 1.7 Rent 1.8 Cause of the bankruptcy The direct cause of the bankruptcy is the bankruptcy pronounced in 2012 of the parent company and main debtor Global PVQ SE. 2. Personnel 2.1 Number of employees at the time of bankruptcy None. 5

6 2.2 Number of employees in the year before bankruptcy None. 2.3 Date of notice of dismissal 3. Assets Real estate 3.1 Description 3.2 Sales proceedings 3.3 Amount of mortgage Plant and machinery 3.4 Description 3.5 Sale proceeds 3.6 Preferential claim of the revenue service Stock/work in progress 3.7 Description of stock 3.8 Description of work in progress 6

7 3.9 Sale proceeds 4. Retention of title 4.1 Retention of title 4.2 Rights of complaint 4.3 Retention rights 5. Liabilities 5.1 Scope of liabilities Because Global PVQ Netherlands acted as financing company (see in this respect also paragraph 1.1) it has claims on Global PVQ SE for the payment of interest and principal under the Intercompany Loans. Global PVQ Netherlands has assigned the claim on Global PVQ SE for repayment of principal under these loans to Citibank, N.A. as principal paying agent on behalf of the Noteholders under German law. The Bankruptcy Trustees are currently investigating the consequences of this security assignment for the position of Global PVQ Netherlands as creditor in the bankruptcy of Global PVQ SE. Attention will also be paid in this respect to the concurrence of claims on Global PVQ SE under the Intercompany Loans and the Guarantees. As the security assignment and the guarantee are governed by German law, the trustees will seek the advice of German counsel. Furthermore, in this context the trustees will liaise with the German bankruptcy trustee of Global PVQ SE. Second report In the past period under review the Bankruptcy Trustees have gained advice from German lawyers about the effects of the fiduciary assignment for the position of Global PVQ Netherlands as creditor in the insolvency of Global PVQ SE and the concurrence between claims on Global PVQ SE arising from the Intercompany Loans and the Guarantees. In addition, the Bankruptcy Trustees have spoken with the 7

8 German lawyer of the German bankruptcy trustee. It is the intention of the Bankruptcy Trustees to take a position on these issues in the next period under review in consultation with the German bankruptcy trustee in order to reach an efficient settlement of the insolvency of Global PVQ Netherlands. Third report In the past period under review, the Bankruptcy Trustees have not yet been able to complete this matter. The German bankruptcy trustee of Global PVQ SE on 15 August 2013 suddenly announced a creditors meeting on 29 August 2013, for which the Bankruptcy Trustees had not been invited. On 15 August 2013, the German bankruptcy trustee presented a bankruptcy plan to creditors of Global PVQ SE recognised by him. The purpose of the bankruptcy plan is to enable an interim payment to the creditors, pending the further settlement of the bankruptcy. The oral hearing of the bankruptcy plan took place on 29 August The German bankruptcy trustee informed the Bankruptcy Trustees that the bankruptcy plan has been adopted. The intention is that the recognised creditors of Global PVQ SE receive an interim distribution before the end of this year, in accordance with the terms of the bankruptcy plan. The German bankruptcy trustee does not recognise the possible claim concerning the principal sum under the Intercompany Loans of Global PVQ Netherlands B.V. Given the considerable litigation costs that have to be paid if a legal action is started in Germany, the Bankruptcy Trustees will first instruct a German lawyer to write a second legal opinion about this subject before adopting a final position. It is a factor that in Germany it is simple to request a new creditors meeting when the Bankruptcy Trustees would still seek recognition of the possible claim of the bankrupt in respect of the principal sum in the German bankruptcy. For the benefit of the bankruptcy plan, the Bankruptcy Trustees have submitted their claims against Global PVQ SE for payment of interest under the Intercompany Loans for the purpose of validation in a timely manner. The German bankruptcy trustee has disputed these claims, because these claims would have been cancelled out by set off with counter claims of Global PVQ SE. Since there was not enough time to reach agreement in this respect before the oral debate on the bankruptcy plan, the Bankruptcy Trustees agreed with the German bankruptcy trustee that the claims of Global PVQ Netherlands will be placed on the list of creditors as provisionally disputed and that they will enter into consultation in the short term to reach an 8

9 agreement. This consultation will take place in the next reporting period. In the context of this consultation, the Bankruptcy Trustees will also try to adopt a joint position with the German bankruptcy trustee about the question if Global PVQ Netherlands is entitled to submit claims against Global PVQ SE for payment of the principal sum under the Intercompany Loans for the purpose of verification. Prior to making a decision, they will seek the opinion of German lawyers. Fourth report In the past period under review, the Bankruptcy Trustees have obtained a second legal opinion from a German lawyer regarding the question whether Global PVQ Netherlands is entitled to submit claims for the payment of the principal sum under the Intercompany Loans in the bankruptcy of Global PVQ SE for the purpose of verification. The Bankruptcy Trustees have further obtained legal advice from a German lawyer regarding the question whether Global PVQ SE has a recourse claim against Global PVQ Netherlands for the amount for which it can be held liable by Bondholders under the Guarantees and whether Global PVQ SE is entitled to set this recourse claim off with the claims Global PVQ Netherlands has on Global PVQ SE. Subsequently, the Bankruptcy Trustees had a meeting with the German Bankruptcy Trustee in Frankfurt, Germany. During this meeting the Bankruptcy Trustees reached a preliminary agreement with the German Bankruptcy Trustee about the verification and set off of claims that Global PVQ Netherlands and Global PVQ SE have against each other. The coming period under review this preliminary agreement will be further elaborated. Subsequently, the Bankruptcy Trustees will inform the creditors about this. Fifth report In the previous reporting periods the Bankruptcy Trustees have obtained advice from two German law firms regarding the question whether Global PVQ Netherlands is entitled to submit claims for the payment of the principal sum under the Intercompany Loans in the bankruptcy of Global PVQ SE for the purpose of verification. They have informed the Bankruptcy Trustees that Global PVQ Netherlands is not entitled to do this, because Global PVQ Netherlands has validly assigned these principal claims as security for its obligation to pay principal under the Bonds to Citibank, N.A. as principal paying agent on behalf of the Bondholders at the 9

10 time of issuance of the Bonds as further set forth in the accompanying information memoranda. On the basis of the advice received the Bankruptcy Trustees have the intention to take a decision not to file the principal claims in the bankruptcy of Global PVQ SE for the purpose of verification. Before the Bankruptcy Trustees take this decision, they will give the creditors of Global PVQ Netherland ultimately until 17 May 2014 to make their objections against this decision known to them in writing and substantiated with a legal opinion from a German lawyer with relevant experience in this field, failing which the they will take this decision. In case the Bankruptcy Trustees receive substantiated written objections from creditors, they will consult these creditors in the period 17 may until 17 June 2014 before they will take a decision with the approval of the supervisory judge whether or not to file the principal claims in the bankruptcy of Global PVQ SE for the purpose of verification. Sixth report In the past period under review the Bankruptcy Trustees have considered to install a creditors committee in order to provide information to the creditors about the intended decision by the Bankruptcy Trustees to not submit claims for the payment of the principal sum under the Intercompany Loans in the bankruptcy of Global PVQ SE for the purpose of verification. In consultation with the supervisory judge the decision was made not to install a creditors committee. It was decided to inform the creditors via Euroclear and the website of the German bankruptcy trustee of Global PVQ SE (in addition to the public Bankruptcy Reports) on the intended decision and to give them the opportunity to raise their objections against the intend decision, which was done in the past period under review. The Bankruptcy Trustees have not received any objections from creditors prior nor after 17 March 2014 against this intended decision. Subsequently, the Bankruptcy Trustees have, with permission of the supervisory judge, decided not to submit claims for the payment of the principal sum under the Intercompany Loans in the bankruptcy of Global PVQ SE. In the past period under review the Bankruptcy Trustees have also reached an agreement with the German Bankruptcy Trustee about the verification and the set off of claims between Global PVQ Netherlands and Global PVQ SE. The result of this set 10

11 off is that Global PVQ SE currently has a claim on Global PVQ Netherlands. The Bankruptcy Trustees will admit this claim on the list of provisionally admitted claims. 6. Bank/security 6.1 Claim of the bank 6.2 Lease 6.3 Description of security 7. New start-up/continuation 7.1 Operation The operations of the company have terminated. 7.2 New start-up/continuation 8. Bookkeeping 8.1 Status of the books and records The company's bookkeeping was taken care of by TMF Netherlands B.V. in Rotterdam. The Bankruptcy Trustees have been given access to the books and records of Global PVQ Netherlands and have been provided with the annual accounts over the financial years 2009, 2010 and In addition, the Bankruptcy Trustees have obtained documents which relate to the issue of the Bonds, loans from Global PVQ Netherlands to Global PVQ SE and loans from Global PVQ SE to Global PVQ Netherlands. The Bankruptcy Trustees are now investigating whether the accounts are complete. Second report The Bankruptcy Trustees have examined the completeness of the books and records in the past period under review. They have arrived at the conclusion that the books and records are basically complete, albeit that they have requested additional 11

12 information from TMF Netherlands B.V. on certain aspects of the books and records. The Bankruptcy Trustees currently await the receipt of this information. Third Report In the past period, the Bankruptcy Trustees have received additional information on certain aspects from TMF Netherlands B.V. The Bankruptcy Trustees presently examine this information to see if the administrative accounts are complete now. Sixth Report In the past period under review the Bankruptcy Trustees have investigated the received additional information and have arrived at the conclusion that the books and records are complete. For that reason, the investigation on the completeness of the books and records has been concluded. 8.2 Unqualified auditor's report The bookkeeping preparation of the annual accounts of the company were taken care of by the Management. Global PVQ Netherlands is a small enterprise as referred to in article 2:396 of the Dutch Civil Code, which entails that it could suffice with the publication of a summary balance sheet with notes without a profit and loss account and was not obliged to have its annual accounts audited. 9. Voidable preference/set off 9.1 Suspicious transactions The Bankruptcy Trustees have investigated the way in which certain restructurings costs were distributed between Global PVQ Netherlands and Global PVQ SE. The Bankruptcy Trustees have spoken with mr. Christner about this matter. This conversation has led to the conclusion that the restructuring costs were evenly distributed between Global PVQ Netherlands and Global PVQ SE. Other suspicious transactions were not found. The investigation of suspicious transactions has been concluded 9.2 Measures N.a. 10. Directors' liability 12

13 10.1 Book-keeping obligation The Bankruptcy Trustees have investigated this and have concluded that the bookkeeping obligation is fulfilled Deposit of annual accounts The 2011 annual accounts were deposited in due time on 30 January Obligation to pay up on shares The Obligation to pay up on shares has been fulfilled Mismanagement The Bankruptcy Trustees will investigate this at a later stage. Third Report Bankruptcy Trustees hope to have the first meeting with former director, Mr. Christner on 17 September The bankrupt estate has offered to pay the travel expenses of Mr. Christner to have hindrances occur for the meeting as required pursuant to the obligation to provide information as included in the Bankruptcy Act. Mr. Christner was not only the director in the last year of Global PVQ Netherlands, but also head of the legal affairs of Global PVQ SE and as such was closely involved in the restructuring that was submitted to the bondholders early Fourth report The Bankruptcy Trustees had a meeting with Mr Christner on 17 September During this meeting Mr Christner gave an account about the history of Global PVQ SE, the role of Global PVQ Netherlands, the first successful restructuring in 2010, the deteriorating market circumstances in 2011 and the second failed restructuring in 2012 and the attribution of the restructuring costs between Global PVQ SE and Global PVQ Netherlands. As a result of the failure of the second restructuring in 2012 Global PVQ SE was forced to apply for its bankruptcy. Consequently, as a result of this also Global PVQ Netherlands was forced to apply for its bankruptcy. Sixth Report The meeting with mr. Christner on the 17 th of september 2013 has given no reason to commence any additional inquiries on possible mismanagement. The Bankruptcy 13

14 Trustee have concluded that there has been no mismanagement. The investigation on mismanagement has therefore been concluded. 11. Revenue service/benefits agency/other preferential claims 11.1 Claims of the revenue service The Bankruptcy Trustees will take care of the corporate tax return over 2012 in the framework of loss compensation with the profit over Sixth Report In the past period under review the Bankruptcy Trustees have filed the tax return on corporation tax over the year They expect to receive an amount of about EUR 171,000. In 2011 Global PVQ Netherlands has paid an amount of EUR 191,000 on corporate tax. The Bankruptcy Trustees expect this amount to be returned by the tax authorities on the basis of an already requested loss compensation. The Bankruptcy Trustees expect the tax authorities to rule on this matter soon. Seventh Report In the past period under review a preliminary assessment of the corporation tax over 2013 has been received from the tax authorities in the amount of EUR 168,843. The Bankruptcy Trustees are currently awaiting the tax return on the corporation tax over 2011 in the amount of EUR 191,000 as a result of their request for an offset of losses. The Bankruptcy Trustees are expecting to receive this compensation soon. Eighth Report In the past period under review the tax inspector has informed the Bankruptcy Trustees that on 20 June 2015 a decision will be given for the tax return 2011 for an amount of EUR The Bankruptcy Trustees expect that this tax return will be received by the Bankruptcy Estate soon after the decision is given Claims of the benefits agency (UWV) 11.3 Other preferential creditors The investigation is finished. There are no other preferential creditors. 14

15 12. Creditors 12.1 Number of ordinary creditors Global PVQ Netherlands issued two series of convertible bonds, i.e. the 2012 Bonds and the 2014 Bonds (for more detail see paragraph 1.1 above). Insofar as the claims of the Bondholders for payment of principal under the Bonds cannot be paid from the Assigned Claim, these claims will be deemed ordinary claims Method of verification The following applies with regard to the specification of the claims of individual Bondholders. For each serie of Bonds Global PVQ Netherlands has issued one Global Security which is deposited with Clearstream Banking AG, Frankfurt ( Clearstream ). The individual Bondholders do not receive any physical documents for their individual bonds, but have rights as co-owner of the Global Security. The Bondholders can easily and quickly trade these rights via the clearing system without having to inform Global PVQ Netherlands thereof. Global PVQ Netherlands does not know who the individual Bondholders are, nor how many there are. With this in mind the Bankruptcy Trustees have for the time being sought alignment, with regard to the claims of the Bondholders, with article 281a(1) Bankruptcy Act by specifying them as a group of creditors, setting out the total amount of their collective claims. The question as to who is to be formally regarded as creditor under the issued Bonds for the purposes of the Dutch Bankruptcy Act is governed by German law and is the subject of further investigation. The Bankruptcy Trustees will investigate how the verification of the various Bonds or the claims of holders of an economic interest in such bonds should take place. The legal analysis is complex: the bonds are governed by German law, while the validation of the claims arising from the bonds is to take place pursuant to Dutch bankruptcy law. Toward this end the Bankruptcy Trustees will seek the advice of German lawyers and enter into consultation with Clearstream Banking AG, as well as with the German bankruptcy trustee of Global PVQ SE. Second Report In the past period under review the Bankruptcy Trustees have gained advice from German lawyers regarding the verification of the various Bonds. The Bankruptcy Trustees have also discussed this in the past period with the German lawyer of the 15

16 German bankruptcy trustee. It is the intention of the Bankruptcy Trustees to take a position on these issues in the next period under review in consultation with the German bankruptcy trustee in order to reach an efficient settlement of the insolvency of Global PVQ Netherlands. Third Report In the past reporting period, the German bankruptcy trustee has unilaterally decided that acknowledged Bondholders can only participate in the interim distribution in the context of the bankruptcy plan if they submit a request within one month after approval of the bankruptcy plan to the custodian bank to convert their Bond into a securities identification number that cannot be traded at the stock exchange or over the counter. The next reporting period, the Bankruptcy Trustees will examine what the consequences will be of the decision of the German bankruptcy trustee for the validation of the Bonds in the bankruptcy of Global PVQ Netherlands. For this purpose they will enter into consultations with the German bankruptcy trustee and seek the opinion of German lawyers. Seventh Report The German lawyers have informed the Bankruptcy Trustees that the individual Bondholders as co-owner of the Global Security are to be acknowledged under German law as a creditor for the purpose of the Dutch Bankruptcy Act. After consultation with the German bankruptcy trustee, Clearstream and Euroclear Bank NV/SA ( Euroclear ), the Bankruptcy Trustees have concluded that the exchange of a securities identification number has no influence on the proposed way of verification of the claims of the Bondholders and on the proposed way of distribution of the realized assets to the acknowledged Bondholders. See also under paragraph Set off According to the list of creditors, which was submitted with the bankruptcy application, as at 31 December 2012 Global PVQ Netherlands still had one other creditor, i.e. Global PVQ SE. The list shows that Global PVQ SE had claims on Global PVQ Netherlands under loans which had been granted to Global PVQ Netherlands. The Bankruptcy Trustees are investigating these claims. They will also investigate 16

17 whether the German bankruptcy trustee of Global PVQ SE has the power to set off the debts of Global PVQ SE under the Intercompany Loans against his claims under these loans. Second Report The Bankruptcy Trustees have discussed the claims of Global PVQ SE on Global PVQ with the German lawyer of the German bankruptcy trustee in the past period under review. The Bankruptcy Trustees will shortly take a position on these issues in consultation with their German lawyers, as well as on the question if Global PVQ SE is entitled to set off the debts of Global PVQ arising from the Intercompany Loans against its receivables arising from these loans. It is the intention of the Bankruptcy Trustees to take a position on these issues in the next period under review in consultation with the German bankruptcy trustee in order to reach an efficient settlement of the insolvency of Global PVQ Netherlands. Third Report Also with regard to the Intercompany Loans, consultations with the German bankruptcy trustee will be necessary in the next reporting period. The next reporting period, the German bankruptcy trustee has adopted the position that Global PVQ SE has a recourse action against Global PVQ Netherlands for the amount that it can be held liable for by Bondholders under the Guarantees. Bankruptcy Trustees intend to adopt a position about this recourse action in the coming reporting period in consultation with the German bankruptcy trustee. Fourth report See paragraph 5.1 above. Fifth report In the previous reporting period the Bankruptcy Trustees have obtained the advice from a German lawyer about the position of the German bankruptcy trustee that Global PVQ SE has a recourse action against Global PVQ Netherlands for the amount that it can be held liable for by Bondholders under the Guarantees. In the coming reporting period the Bankruptcy Trustees will consult the German bankruptcy trustee on the basis of this advice in order to adopt a position about this recourse action. 17

18 Sixth Report In the past period under review the Bankruptcy Trustees have reached an agreement with the German bankruptcy trustee on the validation and the set-off of claims that Global PVQ Netherlands and Global PVQ SE have on each other. As a result, Global PVG SE has a claim on Global PVQ Netherland, which the Bankruptcy Trustees will provisionally verify Date of verification The Dutch bankruptcy procedure has no automatic bar date for the presentation of claims verification purposes. If there is a prospect that a payment can be made to creditors and the Bankruptcy Trustees have established how best to verify the claims, on the request of the Bankruptcy Trustees the supervisory judge will set a date for the claims admission meeting. Simultaneously the supervisory judge will set a date on which creditors must submit their claims at the latest in the bankruptcy of Global PVQ Netherlands for verification purposes. The Bankruptcy Trustees will prepare lists of provisionally admitted and provisionally disputed claims on the basis of the presented and known claims and deposit the lists with the court for inspection by the creditors. During the claims admission meeting, lists of admitted acknowledged and provisionally disputed claims will be dealt with. At the end of the meeting the supervisory judge will determine which claims have been definitively admitted and disputed. To date no date has been set for the claims admission meeting or for the presentation of claims for verification purposes. The Bankruptcy Trustees will timely inform the Bondholders when the district court has set a date for the presentation of claims in the bankruptcy of Global PVQ Netherlands. The Bankruptcy Trustees will not ask the district court to set this date before having completed their analysis of the claims of the Bondholders and Global PVQ SE. After consultation with the stock exchange authorities and Clearstream Banking AG, Frankfurt the Bankruptcy Trustees have decided to maintain the listing of the Bonds (for the time being) and to maintain the tradeability of the Bonds (for the time being). The Bankruptcy Receivers aim to use the clearing systems for making any distributions. 18

19 Other creditors, i.e. other than the Bondholders and Global PVQ SE, who believe they have a claim on Global PVQ Netherlands, are requested to present these claims, in writing and accompanied by supporting documents, to: Ploum Lodder Princen Attn. J.G. Princen Postbus AS Rotterdam Seventh Report See paragraph Amount of ordinary creditors According to the list of creditors presented with the bankruptcy application, the total amount owed to creditors as at 31 December 2012 was EUR 768,558, As at this time it is unclear up to what amount the claims of the Bondholders for payment of the principal under the Bonds can be paid from the Assigned Claims, the total amount of these claims of EUR 742,500,000 will for the time being be deemed ordinary claims. Eighth Report See paragraph Will it be an actual liquidation or a simplified winding-up Not applicable Will be distributed to ordinary creditors See paragraph Verification and realization 13.1 Method of verification Seventh Report The Bankruptcy Trustees have taken notice of the decision of the Dutch Supreme Court of 28 November 2014 in which the Dutch Supreme Court has ruled that a bankruptcy trustee cannot verify creditors claims on its own initiative. For the 19

20 bankruptcy of Global PVQ Netherlands this would imply that the Bankruptcy Trustees can only verify those claims that have been submitted by the Bondholders themselves for verification. The Bankruptcy Trustees takes the view that the bankruptcy of Global PVQ Netherlands is different from the bankruptcy that is the subject of the ruling of the Dutch Supreme Court. In that bankruptcy the bankruptcy trustee was familiar with the identity of the creditors and could have reached out to them to invite them to submit their claims for verification. In the bankruptcy of Global PVQ Netherlands, the Bankruptcy Trustees are not familiar with the identity of the Bondholders and therefore cannot easily reach out to all Bondholders individually. Furthermore, the Bonds can still be traded without the Bankruptcy Trustees being informed of a change of ownership. In the past two years, only two individual Bondholder have reached out to the Bankruptcy Trustees to submit their claims for verification. Per series the Bondholders are a homogenous group, be it that the group exists of many individual creditors. Therefore, it would seem logical to verify the claims of the Bondholders per series as a homogenous group by analogy of article 281a sub 1 of the Dutch Bankruptcy Act for the global amount and number of the combined claims of the Bondholders per series. Considering the above mentioned, the Bankruptcy Trustees have discussed the above mentioned ruling of the Dutch Supreme Court with the supervisory judge. In consultation with the supervisory judge and with the permission of the supervisory judge the Bankruptcy Trustees have decided to verify the claims of the Bondholders contrary to the abovementioned ruling of the Dutch Supreme Court on their own initiative per series by analogy of article 281a sub 1 of the Dutch Bankruptcy Act, for reasons as mentioned above. The supervisory judge has indicated beforehand that he will acknowledge this way of verification on the creditors meeting. This means that the preliminary acknowledged Bondholders do not have to appear individually on the creditors meeting of 21 May 2015 to have their claims verified. The other creditors can submit their claims on the bankruptcy estate for verification until 7 May All known creditors will be informed individually on this matter by the Bankruptcy Trustees. 20

21 The Bankruptcy Trustees will file the list of preliminary acknowledged and disputed claims no later than 12 May 2015 at the court registry of the District Court of Rotterdam. There they will be made available for inspection by anyone free of charge. On this date the Bankruptcy Trustees will also publish this list in the form of an announcement on the following website: On the list of preliminary acknowledged ordinary creditors will in any case be listed in EUR: All holders of the 2012 Bonds as issued on 28 February 2007 in the 492,500,000 matter of the owed principal amount; All holders of the 2012 Bonds as issued on 28 February 2007 in the 6,477, matter of the owed interest at 1,375% per year; All holders of the 2014 Bonds as issued on 26 May 2009 in the 250,000,000 matter of the owed principal amount; All holders of the 2014 Bonds as issued on 26 May 2009 in the 17,446, matter of the owed interest at 5,750% per year; Global PVQ SE 3,864, TMF Netherlands B.V. 8, The address of the District Court of Rotterdam: Wilhelminaplein AK ROTTERDAM NETHERLANDS 13.2 Claims verification meeting Seventh Report The date of the claims verification meeting has been set and will be held on 21 May 2015 at 10:00 hours in one of the rooms of the District Court of Rotterdam. Creditors can appear in person or by a representative authorized in writing. There will be no debt-settlement offered to the creditors. Creditors are not obliged to attend the claims verification meeting. 21

22 The claims, that are not disputed, will be put on a list of acknowledged creditors by the supervisory judge on a court report. In case of a disputed claim by an attending creditor, the supervisory judge will try to settle the dispute. If he cannot settle the dispute between the parties, and this dispute is not already pending, the supervisory judge will set a date for a court hearing on the dispute at the District Court of Rotterdam. After the verification of all claims submitted, the Bankruptcy Trustees will report on the state of the bankruptcy estate, and will give all information to the creditors that they request. The report of the Bankruptcy Trustees, together with the court report of the claims verification meeting, will be made available for inspection without any costs at the court registry of the District Court of Rotterdam. Eighth Report The claims verification meeting has taken place on 21 May 2015 in the presence of the (former) directors of Global PVQ Netherlands. No creditors were present at this meeting. Due to an illness of the supervisory judge, the acting supervisory judge postponed the claims admission meeting after the Bankruptcy Trustees had informed the acting supervisory judge about the liquidation of the Bankruptcy Estate, the method of verification of the Bondholders and the intended way of distribution among these Bondholders. After his recovery the supervisory judge continued the claims verification meeting in writing on 27 May The supervisory judge has verified all the preliminary recognized creditors and moved them to the list of recognized creditors, which is added to this report as Appendix Further realization Seventh Report The Bankruptcy Trustees have the intention to file the distribution list, after receiving permission of the supervisory judge, at the District Court of Rotterdam on 19 June There the list will be made available for inspection without any costs at the 22

23 court registry for a period of ten days. The Bankruptcy Trustees will inform the Bondholders on the filing of the distribution list via an announcement on All the other acknowledged creditors will receive a notice of the filing in writing. During the above mentioned period of 10 days every creditor can oppose the distribution list, by handing in a motivated notice of objection at the court registry of the District Court of Rotterdam. If there are no notices of objection received, the distribution list will become final on 29 June In that case the Bankruptcy Trustees have the intention to distribute the realised assets on 15 July 2015 to the acknowledged creditors. The expected distribution rate is 0.55% considering the current balance of the bankruptcy s bank account. The distribution percentage can be lower due to acknowledgement of new ordinary creditors before 12 may 2015 and/or payment of preferred/estate creditors. In the matter of the distribution of the realised assets to the per series as homogenous group validated Bondholders, the Bankruptcy Trustees point out that they will only make this distribution via the systems of Euroclear and Clearstream. The Bankruptcy Trustees have come to this decision after consultation with the German bankruptcy trustee and after seeking advice from a German lawyer. This advice indicates that a distribution via the systems of Euroclear and Clearstream will end up with the Bondholders who hold Bonds at the time of the distribution and who can as co-owner of the Global Security under German law be considered as a creditor under the Dutch Bankruptcy Act. Before the Bankruptcy Trustees will distribute the realised assets to the Bondholders via the systems of Euroclear and Clearstream, they will inform the Bondholders about the distribution via Euroclear and Clearstream. Eighth Report 23

24 After receiving the corporate tax return 2011 the expected distribution rate on the claims is 0,5674% taking into account the state of the Bankruptcy Estate at the moment of distribution. This percentage may be lower due to possible expenses that could be incurred in connection with the distribution to the Bondholders via the systems of Euroclear and Clearstream if these expenses exceed the estimated costs of EUR by the paying agent. 14. District court 14.1 Consent for moratorium (afkoelingsperiode) N.a Consent for continuation of the business 14.3 Consent for dismissal 14.4 Consent for termination of the rent 14.5 Consent for asset transactions 14.6 Consent for litigation N.a Term for winding-up the bankruptcy See paragraph Plan of approach In the coming period the following topics in particular will be given attention: a. Distribution and the reporting on actions of the Bankruptcy Trustees tot the court. 24

25 Third Report All subjects mentioned above are still the subject of investigation. Fourth report All subjects mentioned above are still subject of investigation. Fifth report All subjects mentioned above are still subject of investigation Information provision This first public report (like every subsequent public report) can also be found on In the event of a difference between the Dutch version and the English version, the Dutch text will prevail. The public reports are also available for inspection at the District Court of Rotterdam. The District Court will not furnish information free of charge. 15. Guarantee scheme Guarantee: 16. Miscellaneous On the bankruptcy date the bankrupt estate has an amount of EUR 4,183, In the meantime the bankrupt estate has received an amount of EUR 2, in connection with an order for costs made in Germany in proceedings in which Global PVQ Netherlands was a party. The bankrupt estate has an amount of EUR 4,185, at its disposal. Third report Presently, the estate has an amount of EUR 4,175, at its disposal (23 August 2013). Fourth report Presently, the estate has an amount of EUR 4,170, at its disposal (31 October 2013). 25

26 Fifth report Presently, the estate has an amount of EUR 4,135, at its disposal (7 March 2014). Sixth report Presently, the estate has an amount of EUR 4,069, at its disposal (13 June 2014). Seventh report Presently, the estate has an amount of EUR 4,232, at its disposal (17 April 2015). Eight report Presently, the estate has an amount of EUR 4,199, (12 June 2015) at its disposal. After the corporate tax return 2011 the estate will have an amount of EUR 4,390, Rotterdam, 17 April 2015 N. Tollenaar J.G. Princen bankruptcy trustee bankruptcy trustee 26