Federal Antimonopoly Service

Same part of the business, which is not associated with long-term performance of the obligation, it is recommended not to include the new group, and replace the old to the new structural units, so as not to drag in the new holding old tax or property risks. That is, we're talking about that part of the new holding company will be re-created, and some will go into a new holding company of the old group. If the earlier work carried out by one company, then perhaps it should be pre-split, and then eliminate the unnecessary part of the business, and strategically important to include in the new group. The construction of the holding by acquisition and consolidation of shares (stakes) in charter capital of society statistics of the Federal Antimonopoly Service of Russia indicates that the desired economic effect of more achieved by other, cheaper ways than reorganization in compliance with all necessary procedures. For the Russian practice at present is typical, when the merger (accession) is issued as purchase shares or assets, announced the number of applications for purchase of shares and property assets is approximately 20 times higher than that of applications for merger or acquisition.

Creating a holding company through the acquisition and consolidation of shares (shares participation) is a traditional market way of 'participatory system. " The acquisition of the dominant interest in charter capital of society is possible: the privatization of state property, in result of civil legal transactions with the placed shares (stakes) in the capital increase, the exchange of shares / stakes of minority shareholders / members of the subsidiary to the main action. It is important to the statutory provision that the transfer of a security pass all certified by it right together. This means not certified for partial transfer of a security right. Thus, when alienation of shares of the seller can not transfer to the buyer and the buyer to take from it only in part owned by stock rights, such as the right to receive dividends and to transfer the right to manage the joint-stock company – all rights certified by the action to be submitted together.