The agent intended to temporarily transfer all of his shares in a limited liability company he held to a new agent. As a result, a share transfer agreement between the former and the new agent was entered into notarized and a new trust agreement was entered into between the agent and the new agent. Despite the notary`s advice on the legal authentication of the trust agreement, both parties expressly waived the authentication of the trust contract. Unlike the trust agreement and to the detriment of the business, the new agent then transferred the company`s fortune to himself and his wife. Shareholders are not liable for the company`s debts. The risk of unlimited liability underlying the partners` trust obligation is therefore not a viable justification for a similar shareholder obligation. Two non-exclusive statements are made in support of the shareholder trust obligation. The first explanation is based on the classification of corporate items as incomplete contracts. Since incorporaters cannot predict how the business of the company will evolve in the future, it would be unnecessary and costly to try to design items to resolve all possible contingencies. Instead of having a specific, but most likely incomplete, set of contractual provisions, the indeterminate loyalty obligation ensures that shareholders cannot exercise their affiliation rights in a manner detrimental to the interests of the company and its co-shareholders when the specificity of the company and its co-shareholders is required. According to the Romanian Civil Code, the assets, which are affected by a mortgage agreement relating to a locked-in asset, not only from the locked-in asset itself, but also: The opinion of the Federal Court of Justice also did not cause the ineffectiveness of the transfer of shares for lack of form, in accordance with Article 15, paragraph 4, fourth sentence, of the R.A.R.L. , and Article 125, first sentence, of the BGB, since the contracts in question did not constitute a legal unit within the meaning of Article 139 BGB. The key to affirming legal unity (extending the certification obligation to all agreements that are part of the unit) would be the desire for unity of the “parties”, i.e.

the desire that one deal cannot exist without the other, i.e. that the two legal acts come together and collapse. It is not a financial or economic link that is decisive, but a legal link that must be examined by the interpretation of the will of objectively recognized parties, if there is a legally unified transaction. . A guarantee on receivables is made by a private agreement. Under Belgian law, a guarantee of debts between the parties applies, provided that the pawnbroker has the right to disclose to the debtor the mortgaged claims of the pledge and that it is enforceable from the date of its conclusion with third parties (other than the debtor of the pawned debts).