This is a checklist for the discussion of buying, selling, or merger of a law firm. Each category (clients, finance, partner compensation, etc.) is broken into sub-categories as a way of bringing to mind all issues to be discussed.
Oregon Buying, Selling and Merger Discussion Checklist
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How to fill out Buying, Selling And Merger Discussion Checklist?
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Once the agreement and plan of merger is completed, the agreement must be approved by the target company's board of directors and then approved by the shareholders of the domestic company.
The target board of directors initially approves the merger and it subsequently goes to a shareholder vote. Most of the time a majority shareholder vote is sufficient, although some targets require a supermajority vote per their incorporation documents or applicable state laws.
After that, I'll also very briefly introduce you to several other common mergers and acquisitions (M&A) transaction documents, including: Confidentiality Agreements. Letters of Intent. Exclusivity Agreements. Disclosure Schedules. HSR Filings. Third Party Consents. Legal Opinions. Stock Certificates.
step merger requires that the acquirer negotiate a definitive merger agreement with the target, which typically must first be approved and declared advisable by the target's board of directors, then separately approved by the holders of the target's outstanding stock.
Approval of Shareholders: Before a merger or acquisition can take place, the proposal must be approved by the shareholders of each company involved. The Companies Act requires that at least 75% of the shareholders present and voting must approve the proposal.