on TF1 France 2 and Canal for approximately a thirty hourAwareness is made but step implementationBut they are now questioning the procedureThese concerns are shared by other investorsA marked desire to renew 100 personal decisionAs any grant it is not economically viableIn both cases the IMF could contribute up to 50 of the aidMost will be also used and commercialized by the private sector We move forward on a very wide boulevardSpecifically AXA promised investors three thingsDecided in 2009, the merger of Porsche and Volkswagen (VW) might not happen next year as planned, but much later. Martin Winterkorn, the pattern of Volkswagen, recently acknowledged that that tax and judicial obstacles threatened the timetable for the approximation. Today, the year 2015 is referred to as horizon to ensure tax neutrality in this montage of haute voltige. The intention of the parties involved is not to drag the folder.
The holding company of Porsche was flown in 2009 in a ruinous attempt takeover of Volkswagen, is awarding 50.1 of the Group of Wolfsburg. The prey is then transformed into Savior, by acquiring 49.9 of the operational branch of the Stutt-gart constructor. VW and Porsche holding agreed, early 2009, merge, in a step to become the first global automotive group. A merger in reverse, where the "daughter" must absorb its "mother". However, the full transfer of the assets and liabilities of Porsche raises tax risk assessed internally in billions of euros. To avoid such inconvenience than Porsche "intends to file a request for approval to the administration", said a spokesman for the company. "For a merger of this size, a compromise with the tax authorities is essential, otherwise this can be very difficult for the governing bodies, to carry out the operation," analysis close counsel of record. "An agreement is achieved in General if the administration considers that the operation is economically justified", said another lawyer.
But Porsche may have to wait to knock on the door of the Ministry. "The tax administration indicated that a registration will be possible that once published a order of long date, which shall specify the rules for application of an act of 2006 on the taxation of mergers", added the same source. "We can submit our request for approval once the order is known, no doubt aware 2011", says Porsche.
Before that Porsche became the tenth mark of the Volks-wagen empire, the two allies should also out of several legal minefields. Porsche is share justice and of the Atlantic. The most serious threat comes from a hedge fund complaint before a judge in New York, which attack financial stunts and lack of transparency related to the attempted acquisition of Volks-wagen. The judge must decide, on January 17, if there is jurisdiction. If so, the funds, which require more than 2 billion dollars in compensation to Porsche, live a stage victory. If rejected, they could try their luck in a German court.
Germany, a Munich lawyer, behind which are are also arranged funds shareholders of Porsche, is working hard on the filing of a complaint. Amount of the alleged harm: EUR 2.4 billion for each of the companies. Porsche, as Volkswagen, refused the request of the lawyer who wanted to bring them to a conciliation. She had to deal damage linked to movements of yo-yo of Volkswagen title in 2008.
A shadow on the Assembly
Meanwhile, a Berlin lawyer asked a Stuttgart Court to invalidate the General Assembly of 2009 Porsche, in which former Porsche boss Martin Wiedeking was able to obtain copious severance. A decision on appeal is expected tomorrow. The lawyer expects a new rejection of its complaint, but is already bring the matter before the Federal Supreme Court.
The shareholders of the two parties to the merger would like to see more clearly. Because it is impossible to fix the parity of exchange between the shares of companies until legal proceedings and tax risks have not been purged. The current difficulties could cast a shadow over the General Assembly of Porsche, end of November, which must be decided the principle of a capital increase of EUR 5 billion to reduce the debt of the company, another prior to the merger. In the current context, the required majority of 75 of the votes in the floating capital, which accounts for half of the capital, is not acquired.
If adventure the merger should fail on a legal or fiscal problem, an alternative would be for Volkswagen to take full control of his Porsche, the operational entity housed under the holding company. The disability of such editing would be to make the holding of Porsche majority shareholder in the group. Martin Winterkorn is safe, the merger with Porsche will be, even later than expected. After all, Volkswagen wants to become the first world constructor by 2018, which leaves a bit of time to put the empire to the ten marks in place.
