UmwG Sample Clauses
The UmwG, or German Transformation Act, governs the legal framework for corporate restructurings such as mergers, demergers, and changes of legal form in Germany. It sets out the procedures and requirements for companies wishing to merge with, split from, or transform into other legal entities, including necessary shareholder approvals, creditor protections, and registration steps. By providing a standardized process, the UmwG ensures legal certainty and protects the interests of stakeholders during significant corporate changes.
UmwG. If the consent of the third party is required to transfer the rights of use, § 16.6 shall apply.
UmwG. No special rights or preferences within the meaning of section 5 para. 1 no. 7 UmwG exist or existed either at the Transferring Company or at the Acquiring Company. No measures within the meaning of section 5 para. 1 no. 7 UmwG are planned.
UmwG. The consequences of the merger for the employees of the Transferring Company and the Acquiring Company result from sections 20 para. 1 no. 1 and no. 2, 309 UmwG and section 613a BGB.
UmwG. In deviation from this, for individual items of the Operating Assets To Be Transferred in this Hive-down Agreement, other transfer meth- ods by transfer or granting (only) of beneficial ownership pursuant to Sec. 39
UmwG. The Transferred Performance Materials Rights Of Use shall be transferred by way of transfer of the relevant agreements, also by way of partial universal le- gal succession, pursuant to the provisions of § 34 of this Hive-down Agreement, unless § 28.5 of this Hive-down Agreement specifies otherwise for software.
UmwG. The shareholders of 4bb AG will not be granted any such rights as part of the Spin-off.
UmwG. The Acquiring Company hereby waives any action against the validity of the shareholder resolutions adopted under section III.
UmwG. The current board members of 4bb AG, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇, are al- so managing directors of 4bb SE. Until now they have not yet received a sepa- rate remuneration as managing directors of 4bb SE. The total remuneration paid to ▇▇. ▇▇▇▇▇▇▇▇▇ and ▇▇. ▇▇▇▇ by the 4bb AG Group will not change as a result of the Spin-off. However, the remuneration of ▇▇. ▇▇▇▇▇▇▇▇▇ and ▇▇. ▇▇▇▇ as mem- bers of the Management Board of 4bb AG will be reduced after the Spin-off to the extent that they receive remuneration as managing directors of 4bb SE after the Spin-off. The respective remuneration portions attributable to 4bb AG and 4bb SE will be determined by the executive bodies of 4bb AG and 4bb SE after the Spin-off takes effect. In the future, ▇▇. ▇▇▇▇▇▇▇▇▇'▇ and ▇▇. ▇▇▇▇’▇ compensation as managing director of 4bb SE is expected to account for all or most of their compensation granted by 4bb AG Group. With regard to the 4bb AG Stock Op- tions already granted to ▇▇. ▇▇▇▇▇▇▇▇▇ and ▇▇. ▇▇▇▇ and the 4bb SE Stock Op- tions to be granted in the course of the Spin-off, reference is made to sections 11.1 and 11.2.
UmwG. The Transferred Healthcare Rights Of Use shall be transferred by way of transfer of the relevant agreements, also by way of partial universal legal suc- cession, pursuant to the provisions of § 10 of this Hive-down Agreement, unless § 4.5 of this Hive-down Agreement specifies otherwise for software.
UmwG. Mr. Kachel has not conducted any activities related to the CoinTracking Business via an Affiliate or any other Person.