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| There is four pattern in M&A. The most typical one becomes the stock transfer and a transfer of operations. It is a current state in M&A of the small and medium-sized enterprise that there are overwhelmingly a lot of stock transfers. |
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[ 1 ] The stocks of the company that is purchased are evaluated, and the stocks are purchased. The accounting treatment of investment in securities/cash deposit is done as for the purchase company when the accounting treatment is shown, and the investment in securities is displayed in the balance sheet of the purchase company. [ 2 ] The purchase company owns the stocks of the company that is purchased and the company that is purchased by owning 100% is owned in fact. As for the company, because the ownership and management is separating, it is also possible to make it leave the representative director in the company that is purchased just as it is and run a company. |
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The
transfer of operations is different in a specific brokerage department in the
company that is purchased, equipment, and the thing to receive the employee's
transfer from the stock transfer.
Concretely, the contract is concluded by enumerating the property and the debt transferred to the business transfer contract, and paying the value. The change in the name of the real estate, the change in the name of the vehicle, and the debt are undertaken on an agreement. However, because the employee is not succeeded in the contract of the company, the retirement allowance is liquidated in the company that is purchased in many cases or it will reshuffle. |
| The merger indicates the merger in Commercial Code, and it is never almost used in M&A of the small and medium-sized enterprise. The same effect as the stock transfer is consequentially achieved. |
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The
capital cooperation is a form that advances not complete purchase but the margin
trading relation.
Actually, there is use for the big enterprise to strengthen the relation to the subcontract enterprise. |