I would like to receive M&A consulting.

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A few months ago, while winding up a corporation I was running, I filed for corporate closure with the tax office. At the time, I thought filing a closure report would completely eliminate the company, but when I checked the corporate registry, the corporation still remains. Do I need to go through separate corporate closure procedures to completely eliminate the corporation?

M&A consulting

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作者: 김국일

Hello. Let me answer regarding M&A consulting.

The direction of M&A consulting may vary depending on what type of corporate combination you have in mind.

Corporate combinations can be carried out through various methods such as stock acquisition, corporate merger, executive concurrent appointment, and business transfer, so caution is needed.

Representatively, when two companies undergo absorption merger, the disappearing company must approve the merger through a special resolution of the shareholders' meeting.

Depending on the case, if all shareholders of the disappearing company agree or if the surviving company holds 90% or more of the other company's shares, simplified merger that approves the merger only with a board resolution is also possible.

Also, it is possible to establish a new company and transfer all rights and obligations of both parties promoting the corporate combination to the new company at once, and new establishment merger, where the existing companies disappear without liquidation procedures, is also possible.

When proceeding with a corporate combination like this, the methods that can be selected differ depending on whether the relationship between companies is vertical, horizontal, or hostile, and the legal judgment varies accordingly.

If you wish to understand the detailed situation and receive M&A consulting tailored to it, we recommend seeking advice from a specialist attorney.