Guidance

Approval at the general meeting and issuance of court order

Concurrent with the above-mentioned submission at the registrar of companies, each of the merging companies prepares a directors’ report and an independent expert’s report, which are made available to the members of the company at least one (1) month before the date of the general meeting, convened for the approval of the cross-border merger.

Provided that the cross-border merger plan is approved by the members at the general meeting of each of the merging companies, each Cyprus company submits an application to the District Court, where its registered office is located. Once the court order is issued, it is sent to the absorbing/acquiring/newly-incorporated company of the member state within the Community or the European Economic Area.

At the same time, the merging companies established in member states within the Community or within the European Economic Area must obtain a pre-merger certificate which must be send to the absorbing/acquiring/newly-incorporated company of the member state within the Community or the European Economic Area.

Flowingly, once the said pre-merger certificates are received the absorbing/acquiring/newly incorporated company of the member state within the Community or the wider European Economic Area submits an application to the District Court where its registered office is located, requesting the issue of a court order approving the completion of the cross-border merger.