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Part 1 · General provisions  ›  Division 1 · Eligibility for a merger › Section 3

Legal entities eligible for merger

(1) The following legal entities may be involved in mergers as legal entities being acquired, acquiring legal entities, or new legal entities:

1.  registered civil law partnerships, commercial partnerships (general partnerships, partly limited partnerships) and professional partnerships;

2.  share capital companies (limited liability companies, stock corporations, public partly limited partnerships);

3.  registered cooperative societies;

4.  registered associations (section 21 of the Civil Code (Bürgerliches Gesetzbuch – BGB));

5.  confederations responsible for auditing cooperative societies;

6.  mutual insurance companies.

(2) Furthermore, the following also may be involved in mergers:

1.  commercial associations (section 22 of the Civil Code), insofar as they are the legal entity being acquired;

2.  natural persons who, as the sole shareholders of a share capital company, assume its assets.

(3) Legal entities that have been dissolved may also be involved in the merger as the legal entity being acquired if the option is available of adopting a resolution to continue said legal entities.

(4) Unless stipulated otherwise, the merger may entail both the concurrent involvement of legal entities having the same legal form and the concurrent involvement of legal entities having different legal forms.

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