Agreement Of Demerger

The ability to sell the trading business by buying shares rather than selling the company`s assets meant that shareholders should be able to benefit from relief from business charges and reduce their tax debt to 10%, which represents a considerable saving so as not to cause much inconvenience; At the end of the notice period for creditors or if all shareholders and creditors agree to the division, the merging company may apply to the declarant for the conclusion of the division, provided that the directors have complied with the relevant provisions on the division and that the merging company is solvent. Determination of the decisive day, that is to say: the date from which the acts of the company which no longer exist are considered, from an accounting point of view, as the acts carried out on behalf of the successor company – this date may be fixed only on the first day of the settlement period during which the draft merger agreement, draft merger contract or draft terms of division are drawn up (provided that the conclusion on the day preceding the term of completion has not been approved by the competent authority; Where the merging company makes available a retirement pension just before the execution of a division and is contractually obliged to pay a contribution, the contribution obligation is rewritten to the new employer company with the execution of the division. The general rule under the division regime is that the new employer company must offer something that is broadly equivalent to that in force before the division. Since the rules do not contain details on pension schemes, the division instrument should contain all the provisions that may be necessary where the merged company has pension schemes. * The short timetable does not contain all the steps necessary for the merger, merger or division. Demerger Instrument Although there are no restrictions on what should be included in the division agreement and it should not be very detailed, it must include: in almost all cases preparatory measures must be taken. . . .

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