Glossary entry

Spanish term or phrase:

inclusión legal concluida

English translation:

legal inclusion of the fact of asset purchase into the (corporate documents)

Added to glossary by DB-9
Oct 30, 2015 14:25
8 yrs ago
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Spanish term

inclusión legal concluida

Spanish to English Law/Patents Law (general) Memorandum of Understanding
Hola!

This is taken from a memorandum of understanding about one organisation investing in another.


Artículo 7

El presente Memorando de Entendimiento entra en vigor al acto de la firma. Su validez será la necesaria hasta la inclusión legal concluida de XXX a YYY en un porcentaje del 10 % del total de la misma. Si hubiere modificaciones al presente instrumento, éstas serán por mutuo acuerdo de las partes.

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legal inclusion of the fact of asset purchase into the (corporate documents)

legal inclusion of the fact of asset purchase into the (corporate documents, accordingly modified after)

From a legal point of view, a merger is a legal consolidation of two companies into one entity, whereas an acquisition occurs when one company takes over another and completely establishes itself as the new owner (in which case the target company still exists as an independent legal entity controlled by the acquirer). Either structure can result in the economic and financial consolidation of the two entities. In practice, a deal that is an acquisition for legal purposes may be euphemistically called a "merger of equals" if both CEOs agree that joining together is in the best interest of both of their companies, while when the deal is unfriendly (that is, when the target company does not want to be purchased) it is almost always regarded as an "acquisition".

An acquisition or takeover is the purchase of one business or company by another company or other business entity. Such purchase may be of 100%, or nearly 100%, of the assets or ownership equity of the acquired entity. Consolidation occurs when two companies combine together to form a new enterprise altogether, and neither of the previous companies remains independently. Acquisitions are divided into "private" and "public" acquisitions, depending on whether the acquiree or merging company (also termed a target) is or is not listed on a public stock market. Some public companies rely on acquisitions as an important value creation strategy. An additional dimension or categorization consists of whether an acquisition is friendly or hostile.

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Note added at 1 hr (2015-10-30 15:38:42 GMT)
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I called a lawyer. It is not a fusion because it is under 25%.
If one of the companies will not exist after this transcation anymore, it is called a merger.
If they had similar activity óbefore, it a a horizontal fusion.
If they were not at the same level of profitability, it is a vertical integration.
If they had no common (totally diverse) activity in the past, it is a conglomerate-type fusion.

As the result is not known for me, I would just form legal inclusion of the fact of purchase

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Note added at 41 days (2015-12-11 05:35:48 GMT) Post-grading
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