Where the demerger has to be carried out through contributions to new public limited companies, each of the new companies may be formed without any contributions other than those of the demerged company.
In this case and if the shares of each of the new companies are allotted to the shareholders of the demerged company proportionally to their rights in the capital of this company, there shall be no need to prepare the report referred to in article 672 above.
In all cases, the draft articles of association of the new companies shall be approved by the extraordinary general meeting of the demerged company. New companies formed in violation of this paragraph shall be null.
There shall be no need to approve the transaction by the general meeting of each of the new companies.
Unofficial translation
Transcription: Spot-checked
In force from 05-05-2014
Source page 179
The document's transcription was spot-checked against the supplied source; this does not confirm a line-by-line review of every provision.
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Section 685 of the Acte uniforme révisé relatif au droit des sociétés commerciales et du groupement d'intérêt économique/akn/ohada/act/loi/2014-01-30/auscgie-2014
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