Newsletter-21

19 COMMERCIAL LAW assets that remain unallocated as per the spin-off agreement, or plan a) in full spin-offs, all acquiring companies shall be entitled to joint ownership in accordance with their net asset ratio transferred to them as per the spin-off agreement, or plan b) in partial spin-offs, all assets in question shall remain with the transferor company. It is stated in the second paragraph of the Article that the first paragraph shall also be applied by analogy to the receivables and in- tangible asset rights. In accordance with the third paragraph of the same Article, the companies joining the spin-off operation shall be jointly liable for the debts that are not exclusively allocated to a single company, as per the spin-off agreement or plan. Consequently, spin-off operations that enable commercial com- panies to restructure themselves or even to fix their financial situa- tions, are currently the most commonly practiced operations within commercial life. The transfer of assets, which is the main element of spin-off operations and its consequences are highly debated issues. However, benefiting from the spin-off operation in the most effective manner shall give rise to quite practical solutions for companies aim- ing to be restructured.