Reorganization - this is one way of education or liquidation of legal entities.
There are five different forms of restructuring - the merger, division, acquisition, conversion, isolation.
The essence of the company reorganization
Reorganization of enterprises - an essential attributemarket economy. The reasons for the reorganization can be very different - a desire to take the company out of crisis, optimize tax payments, or a way to expand the business.
The reorganization process is based on the succession, ie, a person who ceases to work, liquidated, and its rights and obligations are transferred to the assignee.
There are two ways of restructuring - it canconducted both in the voluntary and involuntary. Voluntary reorganization by the decision of the meeting participants in the company or the shareholders' meeting at JSC. Forced - only in cases prescribed by law for the decision of the public authorities or the courts.
The main form of reorganization
There are five forms of reorganization.
At the confluence of a number of companies stoppedactivities instead of them, a new (A + B = C), which goes all the property and liabilities. Confluent companies cease to autonomous existence. If the total value of assets of the companies, which assume the merger, more than 30 million times the minimum wage, initially requires the consent of antitrust authorities.
For this type of reorganization allocate specialclass economic processes - M & A (mergers and acquisitions). He refers to the global trend of consolidation of assets on the global market. Acquisitions differ from mergers that their aim is to establish control over society through the acquisition of 30% stake in the share capital. At the same time, the economic independence of the absorbed company is maintained.
When you join one company to another,the merging companies cease activities (A + B = A). Joining is distinguished from the merger because in this case, only one of the companies lose their independence.
When separation is formed instead of one, several companies (A = B + C).
When selecting, instead of a single organization formedone or more new (A = A + B), and the restructured organization ceases its activities. The process of isolation is a widespread form of spin-off. The spin (spin) refers to the separation of the subsidiary from the parent as a result of issuance of shares.
When converting only changeorganizational and legal form. As a result, the old organization ceases to work, but instead create a new, to which all the rights and obligations (A = B).