Zircosil Overseas Holdings

Company Name	Zircosil Overseas Holdings
Company Status	Dissolved
Company Number	02886629
Category	Private Unlimited Company
Incorporation Date	12 January 1994(30 years, 3 months ago)
Dissolution Date	24 October 2018 (5 years, 6 months ago)
Previous Names	4

Business Activity

Section M	Professional, scientific and technical activities
SIC 7499	Non-trading company non trading
SIC 74990	Non-trading company non trading

Directors

Director Name	Mr Marcos Entrecanales Gonzalez
Date of Birth	April 1978 (Born 46 years ago)
Nationality	Spanish
Status	Closed
Appointed	01 April 2016(22 years, 2 months after company formation)
Appointment Duration	2 years, 6 months (closed 24 October 2018)
Role	Chief Financial Officer
Country of Residence	Spain
Correspondence Address	Calle 204 N37 La Canada Valencia 46182

Director Name	Mr Julian Gething
Date of Birth	February 1965 (Born 59 years ago)
Nationality	British
Status	Closed
Appointed	04 April 2017(23 years, 2 months after company formation)
Appointment Duration	1 year, 6 months (closed 24 October 2018)
Role	Company Director
Country of Residence	England
Correspondence Address	10 Corsellis Square Twickenham TW1 1QT

Director Name	Leon Neal
Date of Birth	March 1926 (Born 98 years ago)
Nationality	British
Status	Resigned
Appointed	12 January 1994(same day as company formation)
Role	Company Director
Correspondence Address	34 Hill Crest Tunbridge Wells Kent TN4 0AJ

Director Name	John Edward Michael Dillon
Date of Birth	February 1963 (Born 61 years ago)
Nationality	British
Status	Resigned
Appointed	07 March 1994(1 month, 3 weeks after company formation)
Appointment Duration	4 weeks (resigned 05 April 1994)
Role	Solicitor
Correspondence Address	1 Belsize Mews Belsize Park London NW3 5AT

Director Name	Ian Gordon Thorburn
Date of Birth	August 1940 (Born 83 years ago)
Nationality	British
Status	Resigned
Appointed	05 April 1994(2 months, 3 weeks after company formation)
Appointment Duration	3 months, 2 weeks (resigned 22 July 1994)
Role	Company Director
Correspondence Address	6 Alan Road London SW19 7PT

Director Name	Mr John Nicholas Sheldrick
Date of Birth	September 1949 (Born 74 years ago)
Nationality	British
Status	Resigned
Appointed	05 April 1994(2 months, 3 weeks after company formation)
Appointment Duration	3 years, 3 months (resigned 17 July 1997)
Role	Company Director
Correspondence Address	16 Regal Close Ealing London W5 2SB

Director Name	Mr Christopher Richard Nigel Clark
Date of Birth	January 1942 (Born 82 years ago)
Nationality	British
Status	Resigned
Appointed	05 April 1994(2 months, 3 weeks after company formation)
Appointment Duration	3 months, 2 weeks (resigned 22 July 1994)
Role	Company Director
Country of Residence	England
Correspondence Address	30 Marryat Road Wimbledon London SW19 5BD

Director Name	Mr David William Morgan
Date of Birth	October 1957 (Born 66 years ago)
Nationality	British
Status	Resigned
Appointed	05 April 1994(2 months, 3 weeks after company formation)
Appointment Duration	12 years, 11 months (resigned 28 February 2007)
Role	Finance Director
Country of Residence	United Kingdom
Correspondence Address	The Old Parsonage Rolvenden Cranbrook Kent TN17 4LS

Secretary Name	Bronwyn Noor
Nationality	British
Status	Resigned
Appointed	05 April 1994(2 months, 3 weeks after company formation)
Appointment Duration	2 years, 3 months (resigned 19 July 1996)
Role	Company Director
Correspondence Address	Flat A Hill Rise House Holbrooke Place Richmond TW1 6UA

Director Name	Ian Stockdale Barr
Date of Birth	March 1934 (Born 90 years ago)
Nationality	British
Status	Resigned
Appointed	22 July 1994(6 months, 1 week after company formation)
Appointment Duration	1 year, 9 months (resigned 25 April 1996)
Role	Company Director
Correspondence Address	Scotscraig 24 Crossway Welwyn Garden City Hertfordshire AL8 7EE

Director Name	Stephen Lee Howard
Date of Birth	March 1953 (Born 71 years ago)
Nationality	British-Us
Status	Resigned
Appointed	22 July 1994(6 months, 1 week after company formation)
Appointment Duration	3 years, 6 months (resigned 06 February 1998)
Role	Company Director
Country of Residence	England
Correspondence Address	Daljarrock East Road St George's Hill Weybridge Surrey KT13 0LG

Director Name	Dennis Henry Millard
Date of Birth	February 1949 (Born 75 years ago)
Nationality	American
Status	Resigned
Appointed	16 May 1996(2 years, 4 months after company formation)
Appointment Duration	1 year, 2 months (resigned 17 July 1997)
Role	Company Director
Country of Residence	United Kingdom
Correspondence Address	Kingscote Binfield Road Wokingham Berkshire RG40 5PP

Secretary Name	Alison Yapp
Nationality	British
Status	Resigned
Appointed	19 July 1996(2 years, 6 months after company formation)
Appointment Duration	2 years (resigned 24 July 1998)
Role	Company Director
Correspondence Address	19 Southfield Park North Harrow Middlesex HA2 6HF

Director Name	Mark Kenneth Fishler
Date of Birth	January 1949 (Born 75 years ago)
Nationality	American
Status	Resigned
Appointed	13 February 1997(3 years, 1 month after company formation)
Appointment Duration	11 months, 4 weeks (resigned 06 February 1998)
Role	Company Director
Correspondence Address	6 Woodpecker Close Newstead Cobham Surrey KT11 2NT

Director Name	Michael Roy David Roller
Date of Birth	June 1965 (Born 58 years ago)
Nationality	British
Status	Resigned
Appointed	13 February 1997(3 years, 1 month after company formation)
Appointment Duration	1 year, 4 months (resigned 17 June 1998)
Role	Accountant
Correspondence Address	4 Beechcroft Road East Sheen London SW14 7JJ

Director Name	John Michael Shears
Date of Birth	April 1945 (Born 79 years ago)
Nationality	British
Status	Resigned
Appointed	17 June 1998(4 years, 5 months after company formation)
Appointment Duration	1 year, 6 months (resigned 31 December 1999)
Role	Accountant
Country of Residence	United Kingdom
Correspondence Address	5 Apple Way Chelmsford Essex CM2 9HX

Secretary Name	Ian Gordon Thorburn
Nationality	British
Status	Resigned
Appointed	24 July 1998(4 years, 6 months after company formation)
Appointment Duration	1 year (resigned 30 July 1999)
Role	Company Director
Correspondence Address	6 Alan Road London SW19 7PT

Secretary Name	Mr Simon Farrant
Nationality	British
Status	Resigned
Appointed	21 August 1998(4 years, 7 months after company formation)
Appointment Duration	8 years, 6 months (resigned 28 February 2007)
Role	Company Director
Country of Residence	England
Correspondence Address	36 Mycenae Road London SE3 7SG

Director Name	Martin John Lawrence Henkel
Date of Birth	November 1941 (Born 82 years ago)
Nationality	British
Status	Resigned
Appointed	19 October 1999(5 years, 9 months after company formation)
Appointment Duration	5 years (resigned 11 November 2004)
Role	Group Tax Manager
Correspondence Address	The Barn Ockenden Lane Cuckfield Sussex RH17 5LD

Director Name	Martin John Lawrence Henkel
Date of Birth	November 1941 (Born 82 years ago)
Nationality	British
Status	Resigned
Appointed	19 October 1999(5 years, 9 months after company formation)
Appointment Duration	5 years (resigned 11 November 2004)
Role	Group Tax Manager
Correspondence Address	The Barn Ockenden Lane Cuckfield Sussex RH17 5LD

Director Name	Toby Richard Woolrych
Date of Birth	September 1966 (Born 57 years ago)
Nationality	British
Status	Resigned
Appointed	31 December 1999(5 years, 11 months after company formation)
Appointment Duration	5 years, 1 month (resigned 23 February 2005)
Role	Finance Director
Correspondence Address	Abbots Corner 1 Abbot Road Guildford Surrey GU1 3TA

Director Name	Ian Bruce Charles Huddart
Date of Birth	January 1964 (Born 60 years ago)
Nationality	British
Status	Resigned
Appointed	11 November 2004(10 years, 10 months after company formation)
Appointment Duration	2 years, 3 months (resigned 28 February 2007)
Role	Company Director
Correspondence Address	20 Ely Gardens Tonbridge Kent TN10 4NZ

Director Name	Mr Simon Farrant
Date of Birth	June 1961 (Born 62 years ago)
Nationality	British
Status	Resigned
Appointed	20 February 2007(13 years, 1 month after company formation)
Appointment Duration	1 week, 1 day (resigned 28 February 2007)
Role	Solicitor
Country of Residence	England
Correspondence Address	36 Mycenae Road London SE3 7SG

Director Name	Vicente Manuel Ros Blasco
Date of Birth	July 1949 (Born 74 years ago)
Nationality	Spanish
Status	Resigned
Appointed	28 February 2007(13 years, 1 month after company formation)
Appointment Duration	1 year, 4 months (resigned 30 June 2008)
Role	Company Director
Correspondence Address	Avda. Mediterraneo,26 Burriana Castellon 12530

Director Name	Stephen Joseph O'Toole
Date of Birth	October 1968 (Born 55 years ago)
Nationality	British
Status	Resigned
Appointed	28 February 2007(13 years, 1 month after company formation)
Appointment Duration	8 years, 9 months (resigned 02 December 2015)
Role	Company Director
Country of Residence	Spain
Correspondence Address	257 Calle Benirredra Urb San Miguel Naquera Spain

Director Name	Alexander Stephen Pellizzoni
Date of Birth	May 1949 (Born 75 years ago)
Nationality	Australian
Status	Resigned
Appointed	28 February 2007(13 years, 1 month after company formation)
Appointment Duration	9 years, 1 month (resigned 31 March 2016)
Role	Business Director
Country of Residence	Australia
Correspondence Address	68 The Crescent Port Melbourne Victoria Australia

Secretary Name	Stephen Joseph O'Toole
Nationality	British
Status	Resigned
Appointed	28 February 2007(13 years, 1 month after company formation)
Appointment Duration	8 years, 9 months (resigned 02 December 2015)
Role	Company Director
Country of Residence	Spain
Correspondence Address	257 Calle Benirrdera Urb San Miguel Naquera Spain

Director Name	Bertrand Marie Charles Repelin
Date of Birth	September 1953 (Born 70 years ago)
Nationality	French
Status	Resigned
Appointed	01 July 2008(14 years, 5 months after company formation)
Appointment Duration	5 years, 10 months (resigned 20 May 2014)
Role	CEO
Country of Residence	Spain
Correspondence Address	Paseo De La Alameda 44 89 Pta 20 Valencia Spain

Director Name	Mr Pedro Branco
Date of Birth	August 1952 (Born 71 years ago)
Nationality	Portuguese
Status	Resigned
Appointed	03 December 2015(21 years, 11 months after company formation)
Appointment Duration	1 year, 3 months (resigned 31 March 2017)
Role	Company Director
Country of Residence	Portugal
Correspondence Address	Rectory Cottage Hollington Stoke-On-Trent Staffordshire ST10 4HH

Secretary Name	Swift Incorporations Limited (Corporation)
Status	Resigned
Appointed	12 January 1994(same day as company formation)
Correspondence Address	26 Church Street London NW8 8EP

Secretary Name	Office Organization & Services Limited (Corporation)
Status	Resigned
Appointed	02 March 1994(1 month, 2 weeks after company formation)
Appointment Duration	1 month (resigned 05 April 1994)
Correspondence Address	Level 1 Exchange House Primrose Street London EC2A 2HS

Contact

Website	endekaceramics.com
Telephone	01782 224950
Telephone region	Stoke-on-Trent

Location

Registered Address	15 Canada Square London E14 5GL
Region	London
Constituency	Poplar and Limehouse
County	Greater London
Ward	Canary Wharf
Built Up Area	Greater London
Address Matches	Over 30 other UK companies use this postal address

Shareholders

9.8m at £1	Endeka Ceramics Overseas LTD 100.00% Ordinary

Financials

Year	2014
Net Worth	£6,277,000
Cash	£118,000

Accounts

Latest Accounts	31 December 2015 (8 years, 3 months ago)
Accounts Category	Full
Accounts Year End	31 December

Charges

23 March 2007	Delivered on: 28 March 2007 Satisfied on: 12 September 2014 Persons entitled: Societe Generale as Security Trustee for the Secured Parties Classification: Debenture Secured details: All monies due or to become due from each obligor and each grantor of security to the secured parties (or any of them) on any account whatsover under the terms of the aforementioned instrument creating or evidencing the charge. Particulars: Real property, tangible moveable property, the accounts, intellectual property, goodwill and uncalled capital, investments, shares and related rights, monetary claims, insurances, transaction documents floating charge all preent and future assets and undertaking. See the mortgage charge document for full details. Fully Satisfied

23 March 2007

Delivered on: 28 March 2007
Satisfied on: 12 September 2014
Persons entitled: Societe Generale as Security Trustee for the Secured Parties

Classification: Debenture
Secured details: All monies due or to become due from each obligor and each grantor of security to the secured parties (or any of them) on any account whatsover under the terms of the aforementioned instrument creating or evidencing the charge.
Particulars: Real property, tangible moveable property, the accounts, intellectual property, goodwill and uncalled capital, investments, shares and related rights, monetary claims, insurances, transaction documents floating charge all preent and future assets and undertaking. See the mortgage charge document for full details.
Fully Satisfied

Filing History

14 September 2017	Registered office address changed from Joiners Square Lichfield Street Hanley Stoke on Trent Staffordshire ST1 3EH to 15 Canada Square London E14 5GL on 14 September 2017 (2 pages)
12 September 2017	Declaration of solvency (7 pages)
12 September 2017	Appointment of a voluntary liquidator (1 page)
12 September 2017	Resolutions LRESSP ‐ Special resolution to wind up on 2017-08-22 (1 page)
12 September 2017	Appointment of a voluntary liquidator (1 page)
25 April 2017	Appointment of Mr Julian Gething as a director on 4 April 2017 (2 pages)
25 April 2017	Termination of appointment of Pedro Branco as a director on 31 March 2017 (1 page)
30 January 2017	Confirmation statement made on 12 January 2017 with updates (5 pages)
13 October 2016	Full accounts made up to 31 December 2015 (15 pages)
7 June 2016	Resolutions NM01 ‐ Change of name by resolution RES15 ‐ Change company name resolution on 2016-06-01 (3 pages)
12 April 2016	Termination of appointment of Alexander Stephen Pellizzoni as a director on 31 March 2016 (1 page)
12 April 2016	Appointment of Mr Marcos Entrecanales Gonzalez as a director on 1 April 2016 (2 pages)
14 February 2016	Annual return made up to 12 January 2016 with a full list of shareholders (4 pages)
15 January 2016	Statement of capital on 15 January 2016 GBP 97,890 (4 pages)
15 January 2016	Resolutions RES06 ‐ Resolution of reduction in issued share capital RES06 ‐ Resolution of reduction in issued share capital (7 pages)
15 January 2016	Solvency Statement dated 30/12/15 (2 pages)
15 January 2016	Statement by Directors (2 pages)
23 December 2015	Appointment of Mr Pedro Branco as a director on 3 December 2015 (2 pages)
23 December 2015	Termination of appointment of Stephen Joseph O'toole as a secretary on 2 December 2015 (1 page)
23 December 2015	Termination of appointment of Stephen Joseph O'toole as a director on 2 December 2015 (1 page)
27 October 2015	Full accounts made up to 31 December 2014 (14 pages)
15 October 2015	Previous accounting period shortened from 31 March 2015 to 31 December 2014 (1 page)
12 February 2015	Annual return made up to 12 January 2015 with a full list of shareholders Statement of capital on 2015-02-12 GBP 9,789,000 (5 pages)
29 October 2014	Full accounts made up to 31 March 2014 (14 pages)
12 September 2014	Satisfaction of charge 1 in full (12 pages)
2 June 2014	Termination of appointment of Bertrand Repelin as a director (1 page)
24 February 2014	Director's details changed for Stephen Joseph O'toole on 1 April 2013 (2 pages)
24 February 2014	Secretary's details changed for Stephen Joseph O'toole on 1 April 2013 (1 page)
24 February 2014	Director's details changed for Stephen Joseph O'toole on 1 April 2013 (2 pages)
24 February 2014	Secretary's details changed for Stephen Joseph O'toole on 1 April 2013 (1 page)
5 February 2014	Annual return made up to 12 January 2014 with a full list of shareholders Statement of capital on 2014-02-05 GBP 9,789,000 (6 pages)
10 December 2013	Full accounts made up to 31 March 2013 (14 pages)
8 February 2013	Annual return made up to 12 January 2013 with a full list of shareholders (6 pages)
10 October 2012	Full accounts made up to 31 March 2012 (13 pages)
23 February 2012	Annual return made up to 12 January 2012 with a full list of shareholders (6 pages)
14 September 2011	Full accounts made up to 31 March 2011 (13 pages)
23 February 2011	Annual return made up to 12 January 2011 with a full list of shareholders (6 pages)
12 November 2010	Full accounts made up to 31 March 2010 (13 pages)
9 March 2010	Director's details changed for Bertrand Marie Charles Repelin on 31 December 2009 (2 pages)
9 March 2010	Director's details changed for Stephen Joseph O'toole on 31 December 2009 (2 pages)
9 March 2010	Annual return made up to 12 January 2010 with a full list of shareholders (5 pages)
9 March 2010	Director's details changed for Alexander Stephen Pellizzoni on 31 December 2009 (2 pages)
14 January 2010	Full accounts made up to 31 March 2009 (13 pages)
18 February 2009	Full accounts made up to 31 March 2008 (13 pages)
18 February 2009	Full accounts made up to 31 March 2007 (14 pages)
12 February 2009	Return made up to 12/01/09; full list of members (4 pages)
11 February 2009	Location of register of members (1 page)
6 February 2009	Resolutions RES06 ‐ Resolution of reduction in issued share capital (1 page)
7 August 2008	Director appointed bertrand marie charles repelin (1 page)
24 July 2008	Appointment terminated director vicente ros blasco (1 page)
28 January 2008	Return made up to 12/01/08; full list of members (3 pages)
30 March 2007	New director appointed (2 pages)
28 March 2007	Particulars of mortgage/charge (10 pages)
24 March 2007	New director appointed (2 pages)
21 March 2007	Secretary resigned;director resigned (1 page)
21 March 2007	Memorandum and Articles of Association (8 pages)
21 March 2007	Director resigned (1 page)
21 March 2007	Resolutions RES01 ‐ Resolution of Memorandum and/or Articles of Association (1 page)
21 March 2007	New secretary appointed;new director appointed (2 pages)
21 March 2007	Director resigned (1 page)
20 March 2007	Resolutions RES01 ‐ Resolution of Memorandum and/or Articles of Association RES13 ‐ Inter company loan agre 28/02/07 RES07 ‐ Resolution of financial assistance for the acquisition of shares (5 pages)
20 March 2007	Declaration of assistance for shares acquisition (13 pages)
19 March 2007	Registered office changed on 19/03/07 from: 40-42 hatton garden london EC1N 8EE (1 page)
16 March 2007	New director appointed (2 pages)
6 March 2007	Company name changed johnson matthey ceramics oversea s\certificate issued on 06/03/07 (2 pages)
26 February 2007	Application for reregistration from LTD to UNLTD (2 pages)
26 February 2007	Members' assent for rereg from LTD to UNLTD (1 page)
26 February 2007	Certificate of re-registration from Limited to Unlimited (1 page)
26 February 2007	Re-registration of Memorandum and Articles (8 pages)
26 February 2007	Declaration of assent for reregistration to UNLTD (3 pages)
17 January 2007	Return made up to 12/01/07; full list of members (2 pages)
16 January 2007	Full accounts made up to 31 March 2006 (12 pages)
7 March 2006	Registered office changed on 07/03/06 from: 2-4 cockspur street trafalgar square london SW1Y 5BQ (1 page)
2 February 2006	Return made up to 12/01/06; full list of members (5 pages)
20 January 2006	Full accounts made up to 31 March 2005 (13 pages)
19 July 2005	Resolutions ELRES ‐ Elective resolution (1 page)
9 March 2005	Director resigned (1 page)
20 January 2005	Return made up to 12/01/05; full list of members (6 pages)
8 December 2004	Full accounts made up to 31 March 2004 (12 pages)
19 November 2004	Director resigned (1 page)
19 November 2004	New director appointed (2 pages)
17 February 2004	Return made up to 12/01/04; full list of members (7 pages)
30 January 2004	Full accounts made up to 31 March 2003 (12 pages)
26 November 2003	Ad 12/09/02--------- Â£ si 20000000@1 (2 pages)
26 February 2003	Return made up to 12/01/03; full list of members (7 pages)
1 November 2002	Full accounts made up to 31 March 2002 (10 pages)
2 May 2002	Return made up to 12/01/02; full list of members (7 pages)
21 September 2001	Full accounts made up to 31 March 2001 (10 pages)
16 February 2001	Return made up to 12/01/01; full list of members (7 pages)
15 February 2001	Full accounts made up to 31 March 2000 (10 pages)
5 April 2000	Return made up to 12/01/00; full list of members (7 pages)
6 February 2000	Full accounts made up to 31 March 1999 (9 pages)
6 February 2000	Director resigned (1 page)
6 February 2000	New director appointed (2 pages)
17 November 1999	New director appointed (2 pages)
12 November 1999	Secretary resigned;director resigned (1 page)
31 August 1999	Accounting reference date extended from 31/12/98 to 31/03/99 (1 page)
3 February 1999	Return made up to 12/01/99; full list of members 363(288) ‐ Secretary resigned (8 pages)
25 August 1998	New secretary appointed (2 pages)
14 August 1998	Director's particulars changed (1 page)
6 August 1998	New secretary appointed;new director appointed (3 pages)
6 August 1998	Director's particulars changed (1 page)
6 August 1998	Secretary resigned (1 page)
26 July 1998	Full accounts made up to 31 December 1997 (13 pages)
16 July 1998	Director resigned (1 page)
16 July 1998	New director appointed (2 pages)
15 May 1998	Company name changed cookson matthey ceramics oversea s LIMITED\certificate issued on 18/05/98 (2 pages)
11 March 1998	Registered office changed on 11/03/98 from: 130 wood street london EC2V 6EQ (1 page)
25 February 1998	Director resigned (1 page)
13 February 1998	Director resigned (1 page)
20 January 1998	Return made up to 12/01/98; full list of members (6 pages)
12 August 1997	Full accounts made up to 31 December 1996 (13 pages)
5 August 1997	Director resigned (1 page)
5 August 1997	Director resigned (1 page)
4 March 1997	New director appointed (2 pages)
4 March 1997	New director appointed (2 pages)
7 January 1997	Return made up to 12/01/97; no change of members (4 pages)
15 October 1996	Auditor's resignation (2 pages)
10 September 1996	Secretary resigned (1 page)
10 September 1996	New secretary appointed (2 pages)
30 July 1996	Full accounts made up to 31 December 1995 (12 pages)
23 May 1996	New director appointed (1 page)
23 May 1996	Director resigned (7 pages)
13 February 1996	Return made up to 12/01/96; no change of members (12 pages)
4 April 1995	Full accounts made up to 31 December 1994 (13 pages)
25 August 1994	Director resigned;new director appointed (3 pages)
25 August 1994	Director resigned;new director appointed (3 pages)
25 August 1994	Director resigned (3 pages)
24 August 1994	Ad 01/07/94--------- Â£ si 1475000@1=1475000 Â£ ic 8438502/9913502 (2 pages)
24 August 1994	Ad 01/07/94--------- Â£ si 8438500@1=8438500 Â£ ic 2/8438502 (2 pages)
26 July 1994	Â£ nc 100/70000000 30/06/94 (1 page)
26 July 1994	Memorandum and Articles of Association (6 pages)
30 June 1994	Registered office changed on 30/06/94 from: 78 hatton garden london EC1N 8JP (1 page)
3 June 1994	Company name changed precis (1254) LIMITED\certificate issued on 03/06/94 (2 pages)
25 April 1994	Director resigned;new director appointed (2 pages)
25 April 1994	New director appointed (2 pages)
25 April 1994	Director resigned;new director appointed (2 pages)
25 April 1994	Registered office changed on 25/04/94 from: level 1 exchange house primrose street london EC2A 2HS (1 page)
25 April 1994	New director appointed (2 pages)
25 April 1994	Secretary resigned;new secretary appointed (2 pages)
25 April 1994	New director appointed (2 pages)
25 April 1994	Accounting reference date notified as 31/12 (1 page)
12 January 1994	Incorporation (15 pages)