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May 24, 2014 08:47
10 yrs ago
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German term
France
Quality Legal and Financial Translations
Native in: English
Works in: French to English, German to English, Italian to English
offen oder verdeckt zurückgewährt
German to English
Law/Patents
Law: Contract(s)
From a share purchase agreement. The full sentence reads:
"Die Einlagen auf die von dem Verkäufer Verkauften Aktien sind vollständig erbracht und weder offen noch verdeckt zurückgewährt worden."
The buyer wants to ensure that there are no outstanding obligations on the contributions for the shares he is about to purchase, but I'm thinking there must be a technical term for offen/verdeckt zurückgewähren that I can't seem to find. Any help would be appreciated!
"Die Einlagen auf die von dem Verkäufer Verkauften Aktien sind vollständig erbracht und weder offen noch verdeckt zurückgewährt worden."
The buyer wants to ensure that there are no outstanding obligations on the contributions for the shares he is about to purchase, but I'm thinking there must be a technical term for offen/verdeckt zurückgewähren that I can't seem to find. Any help would be appreciated!
Proposed translations
(English)
| 4 | overtly or covertly pay back (the calls paid on the shares) |
Adrian MM. (X)
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Proposed translations
15 hrs
German term (edited):
offen oder verdeckt zurückgewähren
overtly or covertly pay back (the calls paid on the shares)
overt as in open and market overt, used previously as a defence in the UK Sale of Goods Acts for acquiring title to stolen goods trafficked on certain open markets in London etc. during daylight hours and now abolished.
covert often mis-spelt covered and as used in spying operations.
Zuückgewähren: nowt to do with making restitution in my opinion but a scam used to slip back payments made for the contributions made on a/c of, so calls made on the co. shares.
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Note added at 4 days (2014-05-29 06:40:26 GMT)
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Odd that no one seems to understand how calls on shares can be returned to the seller openly or furtively, the latter being concealed assistance in the buying of shares. But for future enquirers who can use their imagination:
The buyer pays up the calls on the shares, so they are fully paid up and enabling the buyer to obtain a tax deduction like advance corporaion tax, then the seller of the 'fully paid-up' shares:
1. deposits the same amount in a secret account of the buyer;
2. gifts the buyer concealed benefits in kind, including shares in another company, and matching or exceeding the value of the calls
3. hands the buyer cash at a secret location, so that the latter is not out of pocket.
Upshot: the buyer has received fully paid shares and tax relief, but has covertly forfeited his entitlement to such.
covert often mis-spelt covered and as used in spying operations.
Zuückgewähren: nowt to do with making restitution in my opinion but a scam used to slip back payments made for the contributions made on a/c of, so calls made on the co. shares.
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Note added at 4 days (2014-05-29 06:40:26 GMT)
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Odd that no one seems to understand how calls on shares can be returned to the seller openly or furtively, the latter being concealed assistance in the buying of shares. But for future enquirers who can use their imagination:
The buyer pays up the calls on the shares, so they are fully paid up and enabling the buyer to obtain a tax deduction like advance corporaion tax, then the seller of the 'fully paid-up' shares:
1. deposits the same amount in a secret account of the buyer;
2. gifts the buyer concealed benefits in kind, including shares in another company, and matching or exceeding the value of the calls
3. hands the buyer cash at a secret location, so that the latter is not out of pocket.
Upshot: the buyer has received fully paid shares and tax relief, but has covertly forfeited his entitlement to such.
Example sentence:
The main difference between overt and covert is that covert refers to something done in secret while avert is done in the open
Reference:
http://www.proz.com/kudoz/german_to_english/law_contracts/2337454-zur%C3%BCckgew%C3%A4hren.html
Note from asker:
| Thanks for your help Tom, but from the context of this contract "covert" doesn't make sense. I left a note for the client asking for more info. |
Peer comment(s):
| neutral |
philgoddard
: Why would they want to pay it back covertly?
5 hrs
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No point asking me, though I can think of at least 3 reasons. That's what the German says.
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| neutral |
RobinB
: A "verdeckte Ausschüttung" is a "constructive" or "deemed" dividend (or distribution) in tax law, so I suspect this is what's being referred to here, maybe e.g. (the contributions) were "neither openly nor constructively returned".
20 hrs
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You must be referring to a deemed concealed distribution, for tax purposes, by a family business a.k.a. (UK) close company/(US) closed corporation, namely one with 5 or less members. But, if you are sure of the 'connection', then post yours as an answer.
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Discussion