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Jinghua Tianchuang Company**, there are detailed practical cases of consolidated statements. Search for yourself, don't explain.
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The financial integration of enterprise mergers and acquisitions can be solved by the following methods:
1. Standardize the corporate governance structure of M&A enterprises;
2. Clarify the strategic objectives of mergers and acquisitions, and specify a perfect integration plan;
3. The financial management after the merger and acquisition should be holistic and practical, and other methods such as cultural integration should be paid attention to in the integration process.
1. What are the regulations on mergers and acquisitions of private enterprises?
The law stipulates the following on mergers and acquisitions of private enterprises:
1. Cancel the administrative license for the prior review of the acquisition report of the listed company;
2. The approval of the purchase, replacement and replacement of major assets of listed companies shall be cancelled except for the backdoor listing;
3. Simplifying the circumstances of exemption from the approval of tender offer obligations;
4. Improve the pricing mechanism of mergers and acquisitions; Enrich the payment instruments for mergers and acquisitions, and allow listed companies to issue preferred shares and issue convertible bonds to carry out mergers and acquisitions.
2. What is the merger and acquisition process of insurance companies?
The M&A process is as follows:
1. Determine its own positioning according to the company's industry situation, its own assets, operating conditions and development strategy, and form an M&A strategy;
2. Determine the target and timing of mergers and acquisitions;
3. Formulate merger and acquisition plans;
4. Submit M&A report. After the target of the merger and acquisition is determined, the parties to the merger and acquisition shall formulate an acquisition report and submit it to the competent authority for approval procedures;
5. Conduct asset appraisal;
6. Negotiate and sign a contract with the acquired enterprise. The parties to the merger and acquisition negotiate and determine the final transaction according to the transaction reserve price determined by the asset evaluation**, and the legal representatives of both parties sign a formal merger and acquisition agreement;
7. Equity transfer;
8. Payment of consideration;
9. M&A integration.
3. What are the risks of M&A audit?
The risks of M&A audits mainly include:
1. Uncontrollable risks. For example, risks caused by force majeure such as ** behavior and public behavior;
2. Risk of violating the law. For example, failure to notify creditors to declare their claims in a timely manner during mergers and acquisitions, or damage to other shareholders' pre-emptive rights;
3. Financial risk. For example, before the merger and acquisition, the acquirer did not conduct research on the merger and acquisition entity, and the acquirer had problems such as operational difficulties, and it was impossible or difficult to fulfill the follow-up payment obligations and other risks.
Article 172 of the Company Law of the People's Republic of China.
A merger may take the form of a merger by absorption or a merger by new establishment.
The absorption of another company by one company is a merger by absorption, and the absorbed company is dissolved. The merger of two or more companies to create a new company is a new merger, and the parties to the merger are dissolved.
Article 173.
In the case of a merger, the parties to the merger shall sign a merger agreement and prepare a balance sheet and a list of assets. The company shall notify the creditors within 10 days from the date of making the merger resolution and make an announcement in the newspaper within 30 days. Within 30 days from the date of receipt of the notice, and within 45 days from the date of announcement if the creditor does not receive the notice, it may request the company to pay off the debts or provide corresponding guarantees.
Article 174.
When a company merges, the creditor's rights and debts of the parties to the merger shall be inherited by the surviving company or the newly established company after the merger.
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Legal analysis: 1. Clarify the strategic objectives of mergers and acquisitions; 2. The financial management after the merger and acquisition should be holistic and practical; 3. In the process of financial integration, we should pay attention to the integration of culture; 4. Standardize the corporate governance structure of mergers and acquisitions.
Legal basis: Article 174 of the Company Law of the People's Republic of China When a company is merged, the creditor's rights and debts of the parties to the merger shall be inherited by the surviving company or the newly established company after the merger.
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1. Clarify the strategic objectives of mergers and acquisitions;
2. The financial management after the merger and acquisition should be holistic and practical;
3. In the process of financial integration, we should pay attention to the integration of culture;
4. Standardize the corporate governance structure of mergers and acquisitions.
Legal basis] Article 174 of the Company Law stipulates that when a company merges, the creditor's rights and debts of the parties to the merger shall be inherited by the surviving company or the newly established company after the merger.
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1. Accounting entries.
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