WebFeb 3, 2024 · Section 4 of the Nondebtor Prohibition Act of 2024 (H.R. 4777) contained a prohibition on debtor entities that were the product of divisional mergers within the ten-year period prior to the ... WebJun 28, 2024 · A divisional merger is a state-law transaction where a business entity divides itself into two new entities. It is attractive in some cases because it is simple and …
The Divisive Merger: A Powerful Tool in Texas - North Texas SEC …
WebFeb 8, 2024 · The bill was introduced shortly after Johnson & Johnson confirmed it was considering a Texas divisional merger and chapter 11 filing to separate its talc liabilities from its consumer division’s operating assets, but before J&J deployed the Texas two-step and placed a new entity designed to hold its talc liabilities, LTL Management, into ... WebJun 16, 2024 · III. Divisional Mergers (aka, the “Texas Two-Step”) Perhaps no restructuring strategy has garnered more attention over the past few years than a divisional merger promptly followed by the chapter 11 filing of one of the survivors of the merger, often referred to as the “Texas Two-Step”.9This strategy is not necessarily a new one as barbarian shaman
Exploring the Flexibility Offered by TBOC Merger Provisions
WebJan 18, 2024 · The Texas Business Organizations Code offers a unique option to divide the assets of a Texas company called a divisional or divisive merger. i A divisive merger can be useful when a company … WebThis certificate of merger is to be used to effect a merger as defined by section 1.002(55)(A) of the Texas Business Organizations Code (BOC). A merger, as defined … WebJul 9, 2010 · 5 The Texas divisional merger provisions came into existence when Texas adopted the revised Texas Business Corporation Act in 1989 and have since been expanded to cover not only corporations, but other forms of entities, as described above. Texas Business Corporation Act, 71st Leg., R.S., ch. 801, § 26, 1989 Tex. Gen. Laws … barbarian shield 5e