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15:18 Nov 30, 2013 |
Polish to English translations [PRO] Bus/Financial - Law: Contract(s) | |||||||
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| Selected response from: Frank Szmulowicz, Ph. D. United States Local time: 05:19 | ||||||
Grading comment
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Summary of answers provided | ||||
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4 +1 | priority right to purchase |
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3 | right of first refusal |
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Summary of reference entries provided | |||
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Priority Right vs the Right of First Refusal |
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priority right to purchase Explanation: grant priority right to purchase |
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right of first refusal Explanation: This is what proz wisdom suggests. -------------------------------------------------- Note added at 3 mins (2013-11-30 15:21:49 GMT) -------------------------------------------------- Right of first refusal (ROFR or RFR) is a contractual right that gives its holder the option to enter a business transaction with the owner of something, according to specified terms, before the owner is entitled to enter into that transaction with a third party. http://en.wikipedia.org/wiki/Right_of_first_refusal |
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19 mins peer agreement (net): +1 |
Reference: Priority Right vs the Right of First Refusal Reference information: Basic differences: The main difference between the priority right and the right of first refusal boils down to when the right is exercised. The holder of a priority right exercises it before any agreement is signed, whereas with the right of first refusal is exercised after concluding a conditional agreement. ------------ Right of first refusal (prawo pierwokupu) The right of first refusal (prawo pierwokupu) is set out in Article 596 et seq. of the Civil Code. It is the right of a specified person to be able to purchase property in case the owner intends to sell it to a third party. In the case of shares, a shareholder who intends to sell its shares to a third party is obliged to conclude a conditional share purchase agreement, then the shareholder must offer eligible shareholders the right of first refusal to purchase shares under the same conditions as set out in the conditional agreement entered into with a third party. -------------- Priority right (prawo pierwszeństwa) Under Article 182 of the Commercial Companies Code, shareholders may make the transfer of shares dependent on the company’s consent, or restrict it in other ways. One way to limit the sale of shares is using the priority right (prawo pierwszeństwa), which is not defined in the Code of Commercial Companies or in the Civil Code. Therefore, it is assumed that the priority right means the possibility of existing shareholders acquiring shares if one of the shareholders intends to sell them. In this case, the selling shareholder is required (even before concluding a share purchase agreement) to invite the entitled shareholders to exercise their priority right to submit offers to purchase the shares. This opens the deadline to the existing shareholders to submit offers to purchase the shares, and may lead to the conclusion of a share purchase agreement if the seller accepts the terms offered. Reference: http://www.warsawvoice.pl/WVpage/pages/article.php/25150/art... |
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