(1) The entry of the division in the register maintained at the seat of the legal entity being acquired will have the following effects:
1. The assets including the liabilities of the legal entity being acquired devolve to the acquiring legal entity in accordance with the distribution provided for in the division and takeover agreement, in each case as a whole; in the cases of partial divisions and divisions by separation, the part or parts of the assets including the liabilities that has or have been separated out devolve to the acquiring legal entity in accordance with the distribution provided for in the division and takeover agreement, in each case as a whole.
2. In the case of a full division, the legal entity being acquired ceases to exist. No separate cancellation is required.
3. In the case of full divisions and partial divisions, the holders of shares in the legal entity being acquired become holders of shares in the legal entities involved in accordance with the distribution provided for in the division and takeover agreement; this does not apply insofar as the acquiring legal entity or a third party acting in its own name, but for the account of this legal entity, owns shares in the legal entity being acquired, or insofar as the legal entity being acquired holds shares of its own, or insofar as a third party acting in its own name, but for the account of this legal entity, is a holder of shares in same. Rights of third parties to the shares in the legal entity being acquired, or to the memberships in same, continue in existence, then having as their object the shares or memberships in the acquiring legal entity instead of the shares or memberships in the legal entity being acquired. In the case of divisions by separation, the legal entity being acquired becomes the owner of the shares in the acquiring legal entity according to the division by separation and takeover agreement.
4. It remedies the circumstance that the division and takeover agreement has not been recorded by a notary and that individual holders of shares have failed to make declarations of consent or declarations of waiver that may be required.
(2) Defects of the division will not prejudice the effects of its entry in the register as set out in subsection (1).
(3) If in the course of a full division an item provided for in the agreement has not been allotted to any of the acquiring legal entities and such allotment cannot be established by construing the agreement, the item will devolve to all acquiring legal entities in the ratio resulting from the agreement as concerns the distribution of the surplus itemised under assets in the closing balance sheet over the liabilities itemised in same; should it be impossible to allot the item to several legal entities, its equivalent is to be distributed in the ratio designated.