German to English translations [PRO] Law/Patents - Law (general) / GmbH Partnership Agreement
German term or phrase:Belastung von Beteiligungen
Hello - I know there are legion entries for belasten/Belastung in the archive, and while I'd like to avoid adding another, I haven't found any that I thought were completely relevant.
This from a GmbH Partnership Agreement:
"Die Geschäftsführer bedürfen für alle Geschäfte, die über den gewöhnlichen Betrieb des Unternehmens hinausgehen, der ausdrücklichen vorhergenden Einwilligung der Gesellschafterversammlung.
a) Erwerb, Veräusserung, **Belastung von Beteiligungen** an anderen Unternehmen, einschliesslich stiller Beteiligungen."
I'm proofreading this document, and the translator has "charging of interests." This seems a little odd to me, and I confess I don't really know what is meant. Is there some sort of mechanism in corporate law parallel to that of encumbering real estate? Is it like placing a sort of 'lien' on the holdings of another company? Is 'charging' correct?
Explanation: "Beteiligungen" in this context is most appropriately translated as "equity interests" - "investments" would be another possibility. You should always avoid using "participation" for "Beteiligung" in the sense of equity interest (it's quite meaningless in English), although I know it's much loved by non-natives.
As far as the "Belastung" is concerned, this essentially means transferring the interests held in other entities as security/collateral. Personally, I'd prefer to avoid the term "encumbrance" for such intangible assets, and agree with Ken here that it's best reserved for tangible assets.
This is a standard provision in GnbH shareholder agreements (no "partners" in a GmbH, only shareholders or members), and sometimes in AG agreements, too. The interests referred to are, indeed, interests held in other companies. On a word-for-word basis, this gives a translation along the following lines:
a) The acquisition, disposal, assignment as security/collateral to other companies of equity interests, including silent partnership interests.
However, this is pretty clumsy, so I would suggest spelling it all out in somewhat greater detail, e.g.:
a) The acquisition and disposal of equity interests, including silent participation interests, and their assignment as security/collateral to other companies.
Hi Birgit - ok thanks, "encumber" and "holdings" were my intitial preferences, I just wasn't sure if it was appropriate to use 'encumber' in this non-real estate context. So it's clearly then the assets/holdings of the company governed by the partnership agreement that would be 'encumbered' or whatever..that makes sense, I was thinking it had to do with interests held BY that company. Thanks!
Dietl comes up with meaning no 3) in relation to "Belastung" of property with rights/mortgages: "encumberance", "lien", "charge". and for "Beteiligung" "participation", "interest", "stake", "holding" etc. Since I have been doing a lot on syndicated loans lately, I'd go with "participation" or "holding" rather than "interest" (as interest to me is rather occupied by "Zinsen") and possibly "encumber" (charge again occupied by "Gebühr"), but that is probably personal preference. In any case, the participation in another company could be used as collateral for a loan or business deals or whatever, so for anything to do with the company's (major) assets, the individual managing directors need the approval of the other managing directors. So try to figure out how that is usually worded at your end... :-)
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Answers
15 hrs confidence: peer agreement (net): +2
assignment of equity interests as security/collateral
Explanation: "Beteiligungen" in this context is most appropriately translated as "equity interests" - "investments" would be another possibility. You should always avoid using "participation" for "Beteiligung" in the sense of equity interest (it's quite meaningless in English), although I know it's much loved by non-natives.
As far as the "Belastung" is concerned, this essentially means transferring the interests held in other entities as security/collateral. Personally, I'd prefer to avoid the term "encumbrance" for such intangible assets, and agree with Ken here that it's best reserved for tangible assets.
This is a standard provision in GnbH shareholder agreements (no "partners" in a GmbH, only shareholders or members), and sometimes in AG agreements, too. The interests referred to are, indeed, interests held in other companies. On a word-for-word basis, this gives a translation along the following lines:
a) The acquisition, disposal, assignment as security/collateral to other companies of equity interests, including silent partnership interests.
However, this is pretty clumsy, so I would suggest spelling it all out in somewhat greater detail, e.g.:
a) The acquisition and disposal of equity interests, including silent participation interests, and their assignment as security/collateral to other companies.
RobinB Germany Local time: 18:24 Works in field Native speaker of: English PRO pts in category: 40
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peer agreement (net): +2