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Reorganization (merger, accession, division, separation, transformation) of legal entities

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Reorganization (merger, accession, division, separation, transformation) of legal entities

In our rapidly developing world in order to be successful, you need to constantly improve. This applies both to the individual and the business structure. Constantly changing situation and business environment: the new Russian laws, and a permanent change in the structure of the market economy, and market entry of young competitors and even the financial crises of varying severity, which regularly affect the lives of ordinary entrepreneurs.

And in order for business to remain afloat, moreover, worked successfully, made a profit and won new customers despite the negative factors from the outside, it is necessary to competently and correctly the business structure, organise, edit. The tool for this task is the procedure of reorganization of legal entities.

Our advantages

Preliminary deep analysis of the situation companionway to identify all the possible ways of reorganization of Your company and determine the optimal to achieve the desired goal;

Conducting analytical consultations of qualified specialists from various fields of law as well as experts on accounting and tax accounting, allowing to identify existing and possible risks and measures to minimize them, choose the most appropriate for Your firm's method of reorganization with respect to economic situation;

Comprehensive support at all stages of the reorganization, including legal and accounting support.

Reorganization of legal entities can be defined as a set of legal procedures resulting in the creation of one or several new and/or termination of one or more former (reorganized) legal persons with the purpose of changing the legal form of the enterprise, its owners or the management structure, optimization of the organization, its assets and liabilities.

The law defines several ways of reorganization of the legal entity:

Merging organizations

In the case of a merger formed a brand new entity - the successor of the reorganized companies, and those organizations that participate in the merger, cease operations from the succession, as convey all of its rights and responsibilities to the new organization.

Merging of legal entities the rights and obligations pass to the newly emerged legal entity in accordance with transfer act.

In the merger cease to exist due to merger of a legal entity.

When merging it is possible to change the legal form of the company.

Joining the organization

Joining is a form of reorganization where one or more legal persons transferring to another. In this new legal entity is formed.

When joining the cease to exist of the joining legal person.

The company, which align, in addition to its rights and duties takes on the responsibilities of the joining entity (entities).

A form of "accession" can only choose the company with the same legal form.

The division of the organization

When you split instead of one legal entity formed several new legal entities.

Reorganized entity stops its activities, all rights and obligations are distributed between the newly created organizations.

The allocation of the organization

The allocation is the same organization will have one or more new organizations.

Restructured organization terminates its activities, and sends a portion of its rights and obligations separated from her businesses.

The transformation of the organization

When you convert there is a change of legal form of organization.

As a result of transformation of the old organization ceases its activity, but instead generates only one new organization to which all rights and obligations of the reorganized organization.

Most organizations do not have such staff and trying to reorganize his own forces or the forces of one corporate lawyer, or by our own legal Department. And in most cases, due to the fact that corporate lawyers associations do not have enough experience in undertaking such procedures, in the process "independent" of the reorganization they are not respected by the Law deadlines, violated the procedure of reorganization, and as a result issued the refusal in state registration, or, because of the lack of a competent preliminary analysis, are not optimized schemes of reorganisation (restructuring), leading to delays, increased costs of treatments and often do not lead to achieving the desired goals.

Our company has extensive experience in conducting different forms of reorganisation, and also has a large staff of highly qualified professionals, and finished a comprehensive approach to the implementation of this procedure with full responsibility.