S.L. 386.28 Art. 22Consequences of cross-border merger.

(1) A cross-border merger carried out in accordance a with regulation 3(2)(a), (c) and (d) shall, from the effective date of the cross-border merger have the following consequences:

(a) all the assets and liabilities of the company being acquired, including all contracts, credits, rights and obligations, shall be transferred to the acquiring company;

(b) the members of the company being acquired shall become members of the acquiring company, unless they have disposed of their shares; and

(c) the company being acquired shall cease to exist.

(2) A cross-border merger carried out in accordance with regulation 3(2)(b) shall, from the effective date of the cross-border merger have the following consequences:

(a) all the assets and liabilities of the merging companies, including all contracts, credits, rights and obligations, shall be transferred to the new company;

(b) the members of the merging companies shall become members of the new company, unless they have disposed of their shares; and

(c) the merging companies shall cease to exist.