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<blockquote data-quote="Abii" data-source="post: 106098" data-attributes="member: 10322"><p>I have really struggled trying to get to the why of this as well so will be following anyone else's input with interest. </p><p></p><p>From my reading around this is seems like it is a relatively new (in terms of law anyway) quirk. So it cannot be said that it is a historical issue that has carried over as it seems to have only been possible since 2006 and comes down to the definition of merger in texan law under the Texas Business Organizations Code, in which a merger also includes the "the division of a domestic entity into two or more new domestic entities or other organizations". Interestingly it seems something similar is also possible, albeit with more restrictions as to company types, in Delaware. </p><p></p><p>From my reading a couple of other companies have attempted the move, or are in the process with some limited success. Both asbestos cases and both held up in bankruptcy court and with injunctions etc. for several years now.</p></blockquote><p></p>
[QUOTE="Abii, post: 106098, member: 10322"] I have really struggled trying to get to the why of this as well so will be following anyone else's input with interest. From my reading around this is seems like it is a relatively new (in terms of law anyway) quirk. So it cannot be said that it is a historical issue that has carried over as it seems to have only been possible since 2006 and comes down to the definition of merger in texan law under the Texas Business Organizations Code, in which a merger also includes the "the division of a domestic entity into two or more new domestic entities or other organizations". Interestingly it seems something similar is also possible, albeit with more restrictions as to company types, in Delaware. From my reading a couple of other companies have attempted the move, or are in the process with some limited success. Both asbestos cases and both held up in bankruptcy court and with injunctions etc. for several years now. [/QUOTE]
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