Legal Question in Business Law in New Jersey

Merger rules in usa

Case: X Ltd. is a Company proposed to be merged with Y Ltd. The shareholders of X & Y Co approved the merger at its meeting on 28th January, 2002. The merger scheme has become effective from (say) 15th March, 2002 and the transfer of assets & liabilities of X to Y will be deemed to have taken place w.e.f. 1st April, 2001 under the terms of the scheme.

While the aforesaid is valid under Indian Laws, is such proposition allowable under US laws?


Asked on 8/28/02, 9:01 am

1 Answer from Attorneys
Walter LeVine Walter D. LeVine, Esq.

Re: Merger rules in usa

Assuming the merger is permitted under applicable state laws where the entities are registered, it should not be a problem. Only possible problem is income tax ramifications of assuming liabilities for prior periods, if they were deducted by the entity responsible for them, so no double deduction arises.

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Answered on 8/28/02, 11:50 am


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