Company merger and reorganization process

Legal analysis: the basic process of enterprise merger and acquisition is: to clarify the motivation and purpose of merger and acquisition; Formulate merger and acquisition strategy; Form a M&A team; Select M&A consultant; Find and determine M&A objectives; Hire legal and tax consultants; Contact the shareholders of the target company; Sign a letter of intent; Formulate the business integration plan of the target company after the merger; Conduct due diligence; Negotiate and draft merger and acquisition agreements; Sign a contract and make a deal. The steps of enterprise M&A include four processes: strategic decision-making, M&A preparation, M&A implementation and company integration. Specifically, (1) strategic decision-making: defining the motivation and purpose of M&A, and conducting market observation and investigation. (2) Preparation: 1. Lock on to the target 2. Determine the acquisition method. 3. Establish an internal M&A team. 4. Sign the letter of intent for M&A. (3) Implement 1. Make a preliminary evaluation of the acquisition project, including the industry market, the business and profit of the target company, the assumed and expected value after the acquisition, the source of funds and the acquisition procedure, etc., and initially determine the acquisition price. 2. Conduct due diligence. 3. Submit the final evaluation report. 4. Negotiate and sign the contract. 5. Transfer of assets. (4) integration.

Legal basis: Enterprise Bankruptcy Law of the People's Republic of China.

Article 86 After the draft reorganization plan is passed by all voting groups, the reorganization plan is passed. Within ten days from the date of adoption of the reorganization plan, the debtor or the administrator shall apply to the people's court for approval of the reorganization plan. If the people's court considers that it conforms to the provisions of this law after examination, it shall make a ruling of approval within 30 days from the date of accepting the application, terminate the reorganization procedure and make an announcement.

Article 89 The debtor shall be responsible for the implementation of the reorganization plan. After the people's court decides to approve the reorganization plan, the manager who takes over the property and business shall hand over the property and business to the debtor.

Article 90 Since the people's court decides to approve the reorganization plan, the administrator shall supervise the implementation of the reorganization plan within the supervision period stipulated in the reorganization plan. During the supervision period, the debtor shall report the implementation of the reorganization plan and the debtor's financial situation to the administrator.

Article 94 After the completion of the reorganization plan, the debtor shall no longer be liable for repayment of the debts reduced or exempted by the reorganization plan.