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Delaware Certificate of Merger of Domestic Corporations

Certificate Of Merger Delaware

Name: Delaware Certificate of Merger of Domestic Corporations
Brand: US Legal Forms
Price: 59.00 USD
Rating: 4.68 (449 reviews)

Category:

Delaware Department of State - Division of Corporations - Mergers

State:

Delaware

Control #:

DE-MR-09

Format:

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Description

Certificate of Merger of Domestic Corporations A Delaware Certificate of Merger of Domestic Corporations is a legal document that is filed with the Delaware Secretary of State in order to merge two or more domestic corporations in the state of Delaware. This document is required in order to complete the corporate merger process and must be signed by a duly authorized officer of each of the merging corporations. The document must include the name of each merging corporation, the jurisdiction of incorporation, the dates of incorporation, the names of each corporation’s registered agent and the names and addresses of each corporation’s officers. There are two types of Delaware Certificate of Merger of Domestic Corporations: Short Form Merger and Long Form Merger. The Short Form Merger is used when all the merging corporations are governed by the same board of directors and the Long Form Merger is used when the merging corporations are governed by different boards of directors.

A Delaware Certificate of Merger of Domestic Corporations is a legal document that is filed with the Delaware Secretary of State in order to merge two or more domestic corporations in the state of Delaware. This document is required in order to complete the corporate merger process and must be signed by a duly authorized officer of each of the merging corporations. The document must include the name of each merging corporation, the jurisdiction of incorporation, the dates of incorporation, the names of each corporation’s registered agent and the names and addresses of each corporation’s officers. There are two types of Delaware Certificate of Merger of Domestic Corporations: Short Form Merger and Long Form Merger. The Short Form Merger is used when all the merging corporations are governed by the same board of directors and the Long Form Merger is used when the merging corporations are governed by different boards of directors.

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FAQ

A Certificate of Merger is a legal document that is required in most states. The Certificate recites the terms of the deal between the companies and specifically describes the transaction and its effects on the debts, liabilities, properties and rights of the combined company.

Conducting a Merger in Delaware Pre-clear your certificate of merger.Obtain a good standing certificate.Make franchise tax payments.Conduct due diligence on legal issues.Assign process for business licenses and confirm status.File the certificate of merger.Obtain a certified copy.

A statement that the Agreement of Merger will be provided to any stockholder of any constituent corporation or any partner of any constituent limited partnerships. Execution Block - The document must be signed by an Authorized Officer of the surviving Delaware corporation.

(a) Any 1 or more corporations of this State may merge or consolidate with 1 or more foreign corporations, unless the laws of the jurisdiction or jurisdictions under which such foreign corporation or corporations are organized prohibit such merger or consolidation.

Requirements and procedure for merging Delaware LLC The name of the surviving company. The name of the merged company. A statement that the merger was approved by relevant parties. The Agreement. The effective date of the merger. A statement that the certificate was signed on behalf of each company by an authorized person.

Delaware law provides that the affirmative vote of a majority of the outstanding shares of common stock is generally required to merge with a Delaware company (DGCL, § 251).

More info

Certificate of Merger. Delaware Division of Corporations.The Division of Corporations provides these forms as a general guide. A Delaware certificate of merger for the merger of corporations under Section 251 or 252 of the Delaware General Corporation Law. Instructions: • Complete and include this form with your paper submission. Certificate of merger. Requirements of Corporations (Domestic or Foreign) Merging Out of. Existence. Entity is attached (for Domestic LLCs, LPs, LLPs, or LLLPs only). Complete the fillable PDF form using your computer. The enclosed Certificate of Merger and fee(s) are submitted for filing.

Certificate Of Merger Delaware

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