TITLE IIF1CONVERSIONS, MERGERS AND DIVISIONS OF LIMITED LIABILITY COMPANIES

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F2CHAPTER -ICross-border conversions

Annotations:

Article 86bDefinitions

For the purposes of this Chapter:

  1. (1)

    company means a limited liability company of a type listed in Annex II that carries out a cross-border conversion;

  2. (2)

    cross-border conversion means an operation whereby a company, without being dissolved or wound up or going into liquidation, converts the legal form under which it is registered in a departure Member State into a legal form of the destination Member State, as listed in Annex II, and transfers at least its registered office to the destination Member State, while retaining its legal personality;

  3. (3)

    departure Member State means a Member State in which a company is registered prior to a cross-border conversion;

  4. (4)

    destination Member State means a Member State in which a converted company is registered as a result of a cross-border conversion;

  5. (5)

    converted company means a company formed in a destination Member State as a result of a cross-border conversion.