ACQUISITION OF COMPANIES

 

I. DEFINITIONS

One or some companies (acquired companies) may be acquired by another company (acquiring company) by transfer all of the acquired company’s assets, rights, obligations and lawful interests to the acquiring company, after which the acquired company shall cease to exist.

Legal consequences: Termination of the existence of the acquired companies and preserve the existence of the acquiring company

 

II. PROCEDURES:

  1. The acquiring company and acquired company shall prepare the acquisition contract and draft the charter of the acquiring company.
  2. The members, owners or shareholders of the companies shall ratify the acquisition contract and the acquiring company’s charter.
  3. The acquisition contract shall be sent to the creditors and employees (within 15 days from the day on which it is ratified)
  4. Conduct business registration of the acquisition of companies

 

III. COMPOSITION PROFILE

  1. The acquisition contract;
  2. Resolution and meeting minutes ratified the acquisition contract of the acquiring company
  3. Resolution and meeting minutes ratified the acquisition contract of the acquired companies, except the cases the acquiring company is a member owning more than 65% of the charter capital of the acquired companies;
  4. A valid copy of the enterprise registration certificate or an equivalent document of the acquired companies;
  5. Notification of changes to enterprise registration information
  6. Notification of supplement and update of business registration information
  7. The list of authorized representatives (for single-member limited liability company)
  8. The list of company members (for multiple-member limited liability company)
  9. The list of founding shareholders (for joint stock companies)
  10. The list of foreign shareholders (for joint stock companies)