... dem Erwerber ... abgekauft werden.

English translation: shares be bought out from the acquirer (lifetime transferee or transmittee on succession)

GLOSSARY ENTRY (DERIVED FROM QUESTION BELOW)
German term or phrase:... dem Erwerber ... abgekauft werden.
English translation:shares be bought out from the acquirer (lifetime transferee or transmittee on succession)
Entered by: Adrian MM.

11:04 Jul 8, 2020
German to English translations [PRO]
Law/Patents - Finance (general) / (Swiss) Articles of Association
German term or phrase: ... dem Erwerber ... abgekauft werden.
In the Articles of Association (Statuten) of a Swiss company converted from GmbH to AG there is an Article which states: Beim Erwerb von Aktien kraft Güter- oder Erbrecht oder Zwangsvollstreckung kann das Gesuch um Eintragung ins Aktienbuch nur abgelehnt werden, sofern dem Erwerber die Aktien zum wirklichen Wert abgekauft werden.

...which I have translated as: In the case of acquisition of shares by virtue of matrimonial property or inheritance law or compulsory execution, the application for entry in the share register can only be refused if the shares have been purchased from the acquirer at their actual value.

However, I am unsure of the correctness as I do not understand the logic. Please can anyone clarify this for me?
Andrew John Broadhurst
United Kingdom
Local time: 11:11
where the shares can be bought out from the transferee or transmittee at the true (market) value
Explanation:
Transferee by way of lifetime transfer vs. a transmittee on a transmission mortis causa kraft*** Erbrecht > by inheritance: two different terms needed though Central London firms of notaries would prefer a single term, like acquirer, for Erwerber for notarial attestation of a faithful or true translation.

The company can refuse to register the shares if their source of acquisition > kraft Güter- oder Erbrecht oder Zwangsvollstreckung > is concealed behind a purchase at true market value.

Zwangsvollstreckung : levy of exexution, usually done by a charging order against the shares in the UK.

Eintragung ins Aktienbuch : entry on the /UK etc.) Register of Members



--------------------------------------------------
Note added at 6 heures (2020-07-08 17:38:19 GMT)
--------------------------------------------------

Question: Is the German correct? Y/N = yes IMO by Swiss-German standards.

If not what should it be? n/a

Is the translation close enough, if the German is correct? Y/N > yes- I sense there is a tax issue here: the passing of shares on divorce, inheritance ('devolution of succession') or levy of execution ought to be tax-free. A capital gains tax liability or stamp duty (Stempelabgabe) might be triggered as soon as the shares are entered on the Register of Shares (Members) as bought at 'true market' value.

if not what would be better? take your pick!
Selected response from:

Adrian MM.
Austria
Grading comment
4 KudoZ points were awarded for this answer



Summary of answers provided
4 +1where the shares can be bought out from the transferee or transmittee at the true (market) value
Adrian MM.
2 +1if the shares were purchased from the acquirer at [or above] their actual value [(by the Treasury of
TechLawDC


Discussion entries: 3





  

Answers


56 mins   confidence: Answerer confidence 2/5Answerer confidence 2/5 peer agreement (net): +1
if the shares were purchased from the acquirer at [or above] their actual value [(by the Treasury of


Explanation:
This is a guess. The Registry (or in International English the Register) is the Registry of the Company.
If the Company has bought back the shares at or above fair value, the party who/which surrendered them to the Company has also surrendered all right of registration of those shares.

TechLawDC
United States
Local time: 07:11
Works in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 12

Peer comments on this answer (and responses from the answerer)
agree  Daniel Arnold (X)
1 day 4 hrs
Login to enter a peer comment (or grade)

3 hrs   confidence: Answerer confidence 4/5Answerer confidence 4/5 peer agreement (net): +1
sofern dem Erwerber die Aktien zum wirklichen Wert abgekauft werden
where the shares can be bought out from the transferee or transmittee at the true (market) value


Explanation:
Transferee by way of lifetime transfer vs. a transmittee on a transmission mortis causa kraft*** Erbrecht > by inheritance: two different terms needed though Central London firms of notaries would prefer a single term, like acquirer, for Erwerber for notarial attestation of a faithful or true translation.

The company can refuse to register the shares if their source of acquisition > kraft Güter- oder Erbrecht oder Zwangsvollstreckung > is concealed behind a purchase at true market value.

Zwangsvollstreckung : levy of exexution, usually done by a charging order against the shares in the UK.

Eintragung ins Aktienbuch : entry on the /UK etc.) Register of Members



--------------------------------------------------
Note added at 6 heures (2020-07-08 17:38:19 GMT)
--------------------------------------------------

Question: Is the German correct? Y/N = yes IMO by Swiss-German standards.

If not what should it be? n/a

Is the translation close enough, if the German is correct? Y/N > yes- I sense there is a tax issue here: the passing of shares on divorce, inheritance ('devolution of succession') or levy of execution ought to be tax-free. A capital gains tax liability or stamp duty (Stempelabgabe) might be triggered as soon as the shares are entered on the Register of Shares (Members) as bought at 'true market' value.

if not what would be better? take your pick!


    Reference: http://www.proz.com/kudoz/english-to-german/law-contracts/40...
Adrian MM.
Austria
Specializes in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 44
Notes to answerer
Asker: Many thanks, Adrian for your added comment. This has helped me tremendously, for which I am very grateful. It is simply a translation of the articles of association so there are no "hidden" traps or tax matters to consider.


Peer comments on this answer (and responses from the answerer)
agree  Daniel Arnold (X)
1 day 2 hrs
Login to enter a peer comment (or grade)



Login or register (free and only takes a few minutes) to participate in this question.

You will also have access to many other tools and opportunities designed for those who have language-related jobs (or are passionate about them). Participation is free and the site has a strict confidentiality policy.

KudoZ™ translation help

The KudoZ network provides a framework for translators and others to assist each other with translations or explanations of terms and short phrases.


See also:
Term search
  • All of ProZ.com
  • Term search
  • Jobs
  • Forums
  • Multiple search