What Paperwork is Required for a Merger?

by | Sep 14, 2021 | Business, Viper Equity Partners

What Paperwork is Required for a Merger - Viper Equity Partners

Just as important as knowing how to perform a merger and acquisition is knowing which documents to fill out. There are many different types of agreements to make, and each one has to be clearly outlined in writing. Every agreement has specific terms to follow, so it’s important to know the specific types of forms.

Articles of Incorporation

Articles of incorporation are documents that are needed to establish a corporation in the U.S. The documents include the corporation’s name, the type of corporate structure, the number of shares, the owners’ signatures, etc. The owners have to choose the state where to file the articles of incorporation and have the documents reviewed by the state government.

Letter of Intent

A merger and acquisition include a letter of intent, a business agreement between two or more parties. The contract is non-binding and contains binding terms about specific legal matters, such as fee payments or contract terminations.

Acquisition Agreement

An acquisition agreement includes an agreement for the purchase of one company by another. It may consist of several documents that outline important factors:

  • Details of the transaction
  • Warranties and representations
  • Terms and conditions
  • Indemnification
  • Termination

These documents outline the basic facts about the transaction, including the type of business, the risks of the acquisition, the payment agreement, and other details.

Scheme of Amalgamation

The Scheme of Amalgamation outlines the terms and conditions of the amalgamation or unification of the companies. The documents are prepared and submitted to the Board of directors for approval. This approval must be completed to continue the merging process.

Form NCLT

The next step is to file a petition before the National Company Law Tribunal (NCLT). The documents to submit include the Form NCLT-1, the FormNCLT-2, and an affidavit in Form NCLT-6. The petition must be advertised in Form No. NCLT-3A in a newspaper or on the company’s website.

Every business merger includes binding and non-binding legal agreements that two or more parties must review, accept, and sign. Some documents spell out the terms of the transaction, while others show approval from the Board. Every successful merger should include the right types of documents.