Different Legal Forms Of Business Combinations

1039 Words Aug 4th, 2015 5 Pages
C. There are several different legal forms of business combinations. These forms include a merger, an acquisition, or a hostile takeover. When a merger takes place, two company’s combine to either form a new corporation, or amalgamate into one of the two old companies. These mergers can be either friendly or unfriendly in nature. When an amicable merger occurs, both the acquiring and acquired companies’ board of directors and executives work together to create terms for combining the new business. These terms are then presented to both companies shareholder’s for approval (Hilton, pg. 98). An unfriendly amalgamation, however, occurs when the acquired enterprise rejects the terms set out by the acquiring company and urges its shareholders to decline the offer. Another form of business combination is an acquisition. In this case, the purchasing company (the parent), acquires control of the purchased company, who then becomes a subsidiary of the parent corporation. In the case of the ING Direct and Capital One combination, acquisition was the legal form used to combine both corporations. Capital One, the parent company, obtained ING Direct, who then became a subsidiary of Capital One. As specified in the Securities and Exchange Commission Report on this acquisition, “On February 17, 2012, Capital One completed the previously announced acquisition of ING Direct from ING Groep N.V., ING Bank N.V., ING Direct N.V. and ING Direct Bancorp (collectively, the “ING Direct Sellers”),…

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