A notarized form P12001, which describes the reorganization option, the number of companies and participants in the procedure.
Two copies of the charter of the new organization, one of which will be returned.
An acceptance certificate containing information indonesia number list on accounts payable and receivable, as well as the amount of assets transferred to the new company. A balance sheet can be provided instead of this document.
Antimonopoly service approval in case of merger of companies with large profits.
Documents that confirm the fact of publication of information in a printed publication.
Decision on reorganization with minutes of the shareholders' meeting.
A certificate from the Pension Fund of the Russian Federation confirming the absence of debt among participating companies.
Receipt for payment of state duty.
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After providing the above documents, you can contact the Tax Inspectorate in 5 days to receive a copy of the company's charter with a certificate of state registration, an extract from the unified register of legal entities and other necessary certificates. It is also necessary to submit documents on the suspension of the activities of organizations by merging them.
Step 5: Entering data into the Unified State Register of Legal Entities
At the fifth stage, the necessary information is entered into the Unified State Register of Legal Entities. The new organization undergoes the registration process with the tax inspectorate. Employees of all companies become part of a single corporation. The relevant documentation is issued, confirming the process of mergers of enterprises and the formation of a new legal entity.
One day before entering the data into the Unified State Register of Legal Entities, the parties to the transaction prepare an accounting report on profits and losses. On the day of state registration, all necessary information from the act of acceptance and transfer of assets is reflected in the opening accounting report.
Benefits for investors in mergers
What benefits can private investors gain from a merger or acquisition deal? Let's look at some important nuances.
Benefits for investors in mergers
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According to the legislation on joint-stock companies, the management of the acquired enterprise must offer its shareholders an offer to buy out shares or exchange securities for shares of the acquiring company. Such a buyout occurs at the current market price with the addition of a premium.
Typically, the target company's stock will rise before the deal due to expectations of a buyout or swap, while the acquiring company's stock will fall due to expectations of high transaction costs. However, there are exceptions to this rule.
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For example, on October 18, 2018, information became known about Sberbank's intentions to acquire a 30% stake in Yandex. As a result of this news, Yandex's share prices fell by more than 20% within 4 days. This was caused by investors' negative attitude towards the possible increase in government intervention in the information technology sector.
When deciding whether to buy or sell shares in connection with an announced merger transaction, investors should consider the following:
Determining the type of transaction (friendly or hostile takeover). In the latter case, the acquired organization may be divided and sold in parts or deprived of resources and brought to a state of bankruptcy.
Evaluation of the goals and prospects of the merger if the transaction is friendly.
Analysis of the probability of management change and the effectiveness of the previous management.
Identifying potential problems with antitrust authorities.
Valuing companies in mergers and acquisitions requires a certain amount of experience. Such analysis requires a good understanding of the industry, the specifics of both companies' businesses, as well as a deep understanding of legal issues and transaction details that are often not made public.
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In addition, you can take advantage of the opportunity to sell shares under the offer. If you are a professional investor, then it is quite possible that you will be able to:
wait for the quotes to rise against the backdrop of positive expectations of investors after the announcement of the merger (or sell your assets);
wait for the quotes to fall against the backdrop of negative investor expectations (as happened with Yandex shares) and purchase securities of a promising organization at a more favorable price.