Legal Q&A

After a company is sold, does all of the representative's liability disappear as well?

I am currently in discussions about a plan to sell the corporation I run to a third party. The situation is that we have almost agreed on the condition of transferring 100% of the shares, but there is one thing I am concerned about. I am curious whether, if the company is transferred as a whole, the acquirer will bear all of the existing tax issues, any possible debts, and even disputes related to past transactions. Is it correct that a sale of the company also completely settles the representative's personal legal liability?

What are the cases in which a corporate merger is restricted?

As I run a company, I am reviewing a corporate merger for future restructuring or business expansion. However, I heard that a corporate merger is not possible without problems in all cases and that, depending on the situation, it may be restricted or require a separate procedure. Could I find out in what cases a merger is restricted?

Are there points to be careful about when carrying out a divisional merger?

Our company is considering a divisional merger, and although I had thought it was simply a procedure for dividing or combining companies, I heard that there are more things to consider than I expected. Could you explain in detail what an ordinary company should be especially careful about when actually carrying out a divisional merger?

What types of corporate mergers and acquisitions are there?

Hello. As I was looking into corporate mergers and acquisitions, I found that there are quite a few types. I would like to know, at least briefly, exactly what types there are, but it feels like a burden to call a law firm about something like this... So I am leaving a question here. What types of corporate mergers and acquisitions are there?

I am curious about the difference between a divisive merger and an ordinary merger.

I am asking because I do not fully understand exactly what a divisive merger means. I often see the term 'divisive merger' in connection with corporate restructuring or business reorganization, but I am confused about whether it simply means that a company is split, or whether it also includes the concept of merging with another company. I am also curious how it differs conceptually from an ordinary merger. I would be grateful if you could explain.

I am curious about the difference between corporate acquisition and merger.

Hello. While recently organizing some company related matters, a question came up, so I am asking. I am not sure exactly what the difference between a corporate acquisition and a merger is. If I understand it simply and literally, can I understand a corporate acquisition as buying another company and a corporate merger as combining two companies? I would be grateful if you could tell me in what respects they actually differ.

What is the main purpose of a merger and acquisition?

I heard that our company is going to undergo a merger and acquisition this time, but I simply cannot understand why it is being done. Even when I search, only the basic definition of a merger and acquisition comes up, and there is nowhere that explains in detail why it is done. Could you tell me what the main purpose of a merger and acquisition is?

What reporting is required to transfer a construction business?

Our company currently intends to transfer the construction business license it holds to another corporation. In this case, may we proceed as with any other transfer of business? Or is a separate report of the transfer of the construction business required? I would like to know whether a reporting obligation actually exists and to which authority the report must be made.

I am curious about the methods of corporate acquisition.

I am trying to proceed with a corporate acquisition, but the terminology is very difficult and confusing. I am curious about each of the methods, and I would like to know what points to be legally careful about during the acquisition process. Is there anyone who could explain, even briefly?