Joining an LLC is one of the types of reorganization of enterprises, as a result of which the first enterprise ceases to exist, and the second receives all the obligations and rights of the first. This process can be broken down into several sequential steps.
Step 1. Adoption of a resolution on accession
The decision to join is made by holding a meeting. First, a meeting of the participants of the first and second organizations is held separately, the issues of reorganization are discussed, then the participants of individual enterprises meet together. After that, the actual registration of the decision taken takes place.
Step 2: Notify tax authorities
The tax authorities, on the territory of which the companies participating in the reorganization are located, are notified in writing of the merger of one company with another.
Step 3: Reorganization records
Making entries in the Unified State Register of Legal Entities that the first and second organizations are in the process of joining.
Step 4: Publish
The first publication in the journal "State Registration Bulletin" is made. This procedure is repeated twice with a period of 1 time per month.
Step 5: Notify Lenders
Each of the organizations notifies creditors of changes in their work. Since the recording takes place upon presentation of documents on notification of creditors.
Step 6: the antitrust authority
One of the important stages is obtaining consent to join the first organization to the second.
Step 7: inventory
Carrying out an inventory in both companies.
Step 8: Drawing up an act of transfer
All data about the first organization are used in drawing up an act on the transfer of its obligations to the second. After drawing up, this act and the constituent documents are provided for state registration of changes. Which are included in the documents of the second organization.
Step 9: Approval of the deed of transfer
The act on the transfer of the rights and obligations of the first organization to the second is approved in the process of holding a general meeting between all participants in the case.
Step 10: registering changes
The end of the existence of the first organization and changes in the constituent documents of the second organization are subject to state registration in the Unified State Register of Legal Entities.
Step 11: the final stage
After receiving a certificate of changes, vehicles and trademarks are re-registered, as well as the change of founders and director. However, the leadership could have been replaced at the beginning of the accession process, not only at the final stage of the transformation.
