Legal Question in Business Law in New York

Re: S corp merger?

I never said it had to be 50/50. A share purchase agreement can be for any percentage.

Mike.

Re: S corp merger?

Q. Is the best route for this creating a new S-Corp then merging the old S-Corp into the new entity?

A. No. The best route is a share puchase agreement. Although you can create another corporation and then merge the corporations, it is more work for the same result.

If you need representation feel free to telephone. 516.295.9061

Mike.

Re: S corp merger?

Mr. Markowitz's answer is good, but let me add that a 50/50 split of corporate ownership is rarely a wise decision. When (not "if") you and your partner disagree about something, there will be absolutely no way to resolve the dispute, and the corporation will strangle and die. I've spent a lot of time and earned a big pile of lawyer fees cleaning up 50/50 ownership situations gone bad.

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Re: S corp merger?

Your best bet is to sit down with a lawyer and discuss your options prior to selecting a course of action. It would be wise to have an agreement between the shareholders that deals with issues, such as business disputes, dissolution, buyouts, etc. Please feel free to contact my office if we may be of any assistance.