A merger is simply a combination of two or more existing companies.
Mergers of companies may be by acquisitions or by merger of equals.
The acquisitions means that the merged company cancels and then terminates and its assets, rights and obligations are transferred to another existing company, the acquiring company, whose members also become companions of the repealed company. The acquired company or cooperative is dissolved and its assets are transferred to the acquiring company or cooperative. The successor company or team enters the legal status of the company or association, unless a special law provides otherwise.
Under the acquisition shall also be considered if the dissolving corporation or limited liability company mergers with a successor corporation, or limited liability company, which is its sole shareholder. Both, acquired and acquiring companies or cooperatives, are participating parties.
The merger of equals means that two or more companies cancel and then terminate to form a completely new company. Two or more companies or cooperatives transfer their assets to a successor company resulting from the merger. The acquiring company enters the legal status of the company or cooperative, unless a special law provides otherwise.
Participating parties are only acquired companies or cooperatives.
The legal status of the founders of the acquiring company have only the acquired companies or cooperatives.
Acquired and acquiring companies must have the same legal form. Cooperatives may merge only with the cooperative.
Mergers may be domestic or cross-border.
The legal effects of the merger occur on the date of registration of the merger in the commercial register.
If a successor company or cooperative has a registered seat in another EU Member State than in the Czech Republic, the legal effects of the cross-border mergers in the Czech Republic occur on the date on which occurs the effects of cross-border merger abroad.
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