Unit IV CR
Unit IV CR
Unit IV CR
From a legal and accounting standpoint, there are also differences in how
mergers and purchases are treated, particularly in terms of financial reporting
and taxation. Mergers may involve complex valuation and allocation of assets and
liabilities, while purchases may result in the recognition of goodwill and other
intangible assets on the purchaser's balance sheet.
1. The businesses of two or more entities are combined to form a new entity: In
this type of amalgamation, the assets and liabilities of the merging entities are
pooled to create a completely new entity. It's essential that the merging entities
cease to exist as separate entities, and a new entity is formed as a result of the
combination.
2. All assets and liabilities of the merging entities become assets and liabilities of
the new entity: Upon amalgamation, all assets and liabilities of the merging
entities are transferred to the new entity without any conditions or exceptions.
This ensures a comprehensive consolidation of resources and obligations.
3. Shareholders of the merging entities other than the new entity receive
consideration: In exchange for the transfer of their assets and liabilities to the
new entity, shareholders of the merging entities (except the new entity) receive
consideration, such as shares, debentures, or cash, in the new entity. This
consideration reflects their ownership interests in the merging entities.
4. Shareholders holding not less than 90% of the face value of the equity shares
of the merging entities become equity shareholders of the new entity: For the
amalgamation to be considered in the nature of a merger, it's required that
shareholders representing at least 90% of the face value of the equity shares of
the merging entities become equity shareholders of the new entity. This
threshold ensures significant continuity of ownership in the new entity.