The division by division is the process in which the capital company transfers part of its assets to another company, i.e. the acquiring company or the newly established company. The rules for the separation of the company's assets shall be laid down in the plan of division by indicating the assets of the split company that will be transferred to the acquiring company. Often, a separate portion of the property is covered by unfinished court proceedings.
As a result of the division by division, the acquiring company shall enter into the rights and obligations of the split company as defined in the plan. This is the so-called universal succession which comes from the power of law.
However, in this case, partial succession may be referred to, since the incorporation into the rights and obligations of the split company concerns only those assets specified in the distribution plan which are assigned to the acquiring company. Thus, the acquiring company may have rights in kind, claims, claims and intangibles.
The principle is that the power of attorney granted by the split company expires on the date of the division. However, in the case of division by division, the acquiring company may enter into a legal relationship of power of attorney as a power of attorney.
Accession of the acquiring company to the proceedings
The company which, in the course of the proceedings for the rights covered by the separate assets, acquired as a result of the division by the division of part of the assets of the divided company, enters into proceedings for that right in place of the shared company without the need to obtain the consent of the opposing party.
In the case of division by division, and therefore in the case where the division is not dissolved and thus retains its legal status, there is no suspension of the legal proceedings as the division does not lose its judicial capacity.
Thus, the acquiring company will enter the proceedings in place of the split company, without having to obtain the agreement of the opposing party.
What if the acquiring company fails to proceed to trial?
Failure of the acquiring company to enter into proceedings will lead to a situation in which the court will settle the case without taking into account the fact that the rights or obligations have been divested and the ruling will therefore cover the existing parties.
What is important, however, is that the decision will have the so-called extended validity. This means that the validity will be extended to the acquiring company, resulting in a possible award of a feasibility clause to or against the acquiring company.
Division of the company and power of attorney
The principle is that the power of attorney granted by the split company expires on the date of the division. However, in the case of division by division, the acquiring company may enter into a legal relationship of power of attorney as a power of attorney. However, given that this issue is under discussion, it would be appropriate to denunciation of the existing powers of attorney and re-grant them by the acquiring company after the date of division.