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Glossary entry

German term or phrase:

Aufgriffstatbestand

English translation:

cumpulsory transfer situation

Added to glossary by Dianna Fry
Apr 13, 2006 17:19
20 yrs ago
6 viewers *
German term

Aufgriffstatbestand

This word appears in a 'Gesellschaftsvertrag'. When I 'googled' it in German, the whole contract appeared that I was translating - I just wish the translation would also pop up somewhere!

Discussion

Dianna Fry (asker) Apr 13, 2006:
Aufgriffstatbestand This is the whole sentence: Ist einer der nachfolgenden Tatbestände (Aufgriffstatbestand) verwirklicht, steht den übrigen Gesellschaftern an dem Geschäftsanteil (oder Teil desselben, der vom Aufgriffstatbestand betroffen ist) desjenigen Gesellschafters, in dessen Person einer der nachfolgenden Tatbestände verwirklicht ist (abtretungspflichtiger Gesellschafter), ein Aufgriffsrecht nach Maßgabe nachstehender Bedingungen zu. TIA for any help
Ingeborg Gowans (X) Apr 13, 2006:
yes, I agree with Teresa, that would help us a lot. thanks
Teresa Reinhardt Apr 13, 2006:
Meanwhile, could you make a whole sentence or paragraph appear? ;-)

Proposed translations

+1
17 hrs
Selected

cumpulsory transfer situation

Okay, here goes...

In my opinion, your choice here really depends on how you want to translate "Aufgriffsrecht" in this particular context, i.e. in the "Articles of Association" (="Gesellschaftsvertrag") of a German GmbH (similar to a "limited liability company").

You've provided excellent context, seeing as how your Gesellschaftsvertrag actually can be found quite easily with Google - it looks like a template of some kind.

If we take a look at where the word "Aufgriffsrecht" appears, we immediately notice that it is used together with "Vorkaufsrecht," so we can strike all of the suggested translations that might be misconstrued in that direction, i.e. "pre(-)emptive right of purchase," "pre(-)emption rights," etc., though the two are certainly related (see below).

Looking further to footnote 16 (on page 12) we find a reasonably concise description of what an "Aufgriffsrecht" is: It is basically the same as a "Vorkaufsrecht," i.e. the preemptive right to purchase the shares of a departing shareholder (or partner). But the "Aufgriffsrecht" is the right of the remaining shareholders to effect the transfer, and not just the sale, of the shares of a departing shareholder.

To make a long story short (here), I recommend reading the following document, starting on page 14 (p. 15 of the Pdf), and in particular pages 16 (p. 17 of the Pdf) and 19 (p. 20 of the Pdf), which describes pretty much the same situation that appears in your Gesellschaftsvertrag (cf. http://www.lkshields.ie/htmdocs/publications/pub071.pdf ).

:-)
Peer comment(s):

agree Günther Toussaint : Interestingly, they use the term "take up" in your link...
8 hrs
Thank you, Günther. I also noticed that (Tom had it too), but I wasn't satisfied with "take-up situation." BTW - I wasn't disagreeing with your suggestion per se, though I - now - think that Margaret's suggestion might be the most elegant solution. :-)
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4 KudoZ points awarded for this answer. Comment: "This is the first time I've been to KudoZ and I'm humbled to think that anyone is prepared in this day and age to spend time considering someone else's linguistic problems. Thank you all for your advice – Günther certainly put me on the right track and I was able to make sense of what I was translating. I respect Margaret's advice and would have followed this but the word then cropped up too many times to be omitted. Derek finally brought it all into perspective, however, and he even took time to look at the original document that I had 'googled' and found a footnote not included in the document I was translating. Wow! Thank you all again."
3 hrs

situation/facts to justufy the right to demand assignment (of partnership share)

Aufgriffsrecht war schon in proz.com definiert...

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Note added at 3 hrs (2006-04-13 20:38:46 GMT)
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erratum: justify

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Note added at 4 hrs (2006-04-13 22:03:10 GMT)
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erratum: justify
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19 hrs

Omit

You don't need the term, as it is defined. If it's important, leave Aufgriffsrecht in German somewhere - it makes more sense to leave that word than the -tatbestand one:
If one of the following situations applies ...



The Russwurm dictionary of Austrian law (this is Austrian, right?) agrees with Derek's definition.
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