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"It is costly wisdom that is bought by experience"
 
R. Ascham, teacher and writer (1515-1568)

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National and international mergers (cross-border)
 
A resolution to conclude a merger is often passed if a legal entity no longer carries out activities or only carries out a few or if there is the need to concentrate the activities of a group of legal entities. There are several forms of mergers, the most important of which is the legal merger. A legal merger always concerns a "legal entity ceasing to exist" and an "acquiring legal entity". The acquiring legal entity may be an existing legal entity or a legal entity to be formed as part of the merger. As a result of the merger, the legal entity ceasing to exist actually ceases to exist and all of its rights and liabilities are transferred under universal title to the acquiring legal entity. In general, this offers the advantage that all available assets do not have to be transferred separately, pursuant to the legal transfer formalities, but may be transferred in their entirety to the acquiring legal entity.

The activities of several legal entities may also be merged by means of a corporate merger, in which case the activities are transferred to the acquiring legal entity. The legal entity transferring these activities continues to exist, but without the transferred activities.

Pursuant to national legislation introduced in July 2008, international mergers (cross-border) are now also possible with capital companies established in other countries in the European Economic Area (EEA). The features of a legal merger stated above also apply to a corporate merger.

The process for national and international mergers (cross-border) is subject to many legal requirements. Once all these requirements have been met, the notarial deed can be executed. The merger comes into effect on the day following the day on which the deed is executed, at which time the legal entity ceasing to exist actually ceases to exist. The legal entity ceasing to exist must be deregistered from the Trade Register as soon as possible after the deed has been executed.