Two companies, one clean entity.
A statutory merger combines two entities into one by operation of law, and the surviving company keeps its EIN, contracts, licenses, and bank accounts. It is how acquisitions, parent-subsidiary roll-ups, and tangles of sibling LLCs become a single business, without re-papering every agreement.
You have two entities and one business to run.
Maybe you acquired a company and now file two of everything. Maybe a founder's habit of spinning up an LLC for each project left you with a drawer full of them. Maybe a parent and its subsidiary should simply be one. Running them separately doubles the reports, the returns, the bank accounts, and the risk of something slipping. A merger folds them into a single entity, legally, without re-signing every contract.
The first real decision is structure. There are four to choose from.
One entity survives. Pick which, and how.
A statutory merger combines two entities by law: one survives and absorbs the other, which ceases to exist without a separate dissolution. Everything the disappearing entity held, its assets, contracts, and liabilities, transfers to the survivor automatically. Which entity survives, and which structure you use, depends on where the value and the hard-to-move licenses sit.
The target merges into the acquirer. The acquirer survives and the target disappears, with its contracts assigned to the survivor. The common shape for a straight cash acquisition.
SURVIVING: ACQUIRERThe acquirer merges into the target, and the target survives. Used when the target holds non-assignable contracts, licenses, or franchise rights worth preserving in place.
SURVIVING: TARGETA subsidiary merges into its parent, or the reverse, to simplify a multi-entity structure. A short-form merger is available in most states when the parent owns 90 percent or more of the sub.
SURVIVING: PARENT OR SUBBoth entities dissolve and combine into a brand-new third entity. Used for joint ventures and equal-partner combinations where neither side should simply absorb the other.
NEW ENTITY · NEW EINHow a merger differs from a purchase: in a merger the entities legally combine by statute, and assets and contracts move automatically. An asset purchase transfers only selected assets, and a stock purchase transfers ownership of the company but leaves both entities standing. Each reaches a combination differently, and we flag which mechanism fits your goal so the deal uses the right one.
Structure chosen, the process is well-worn. Here's the timeline.
A merger runs 30 to 90 days.
Most of the calendar is agreement and approvals, not the filing. Here is the real order from handshake to a single surviving entity.
Negotiate and structure
The parties agree on terms and choose the structure, forward, reverse, parent-sub, or consolidation, based on which entity should survive and what it holds.
Boards and owners approve
Each entity's board and owners approve the merger as their governing documents require. This is usually the longest stretch, and where deals slow down.
Sign the merger agreement
The parties sign a merger agreement setting out the surviving entity, the treatment of ownership, and the effective date. We prepare and organize the documents the state will want to see.
Articles of merger filed
We file the articles of merger with the state, specialist-reviewed. On the effective date, one entity survives and the other ceases to exist by law, no separate dissolution needed.
One set of records
Bank accounts, licenses, registrations, and filings are consolidated under the survivor, and any state where the disappearing entity was qualified is closed out.
Five stages, one surviving company. Here's the handoff.
You set the deal. We make it one entity.
Four moves take two companies to one. You decide the structure and terms; we prepare, file, and consolidate.
Choose who survives
We match your goal to forward, reverse, parent-sub, or consolidation, based on where the licenses and value sit.
Boards and owners
Each entity approves the merger and signs the agreement, with the documents prepared and organized.
Articles of merger
We file with the state, specialist-reviewed. One entity survives and the other ends by law.
One set of records
Accounts, licenses, and state registrations are moved under the survivor and any extra registrations closed.
File the merger, or run the whole combination with one team.
File the merger, or run the whole combination.
The articles, filed
- Articles of merger prepared and filed
- Structure guidance: forward, reverse, or short-form
- Specialist review before submission
- Surviving entity's EIN preserved
Combined and consolidated
- Everything in the filing
- Merger agreement and consents prepared
- Records, licenses, and accounts consolidated
- Extra state registrations closed out
State merger fees vary by jurisdiction and are passed through at cost. See what a merger costs →
Filed and effective. Here's the single company on the other side.
One company, everything preserved.
When the merger takes effect, the surviving entity holds it all: the EIN, the contracts, the licenses, the bank accounts, now under a single roof. The other entity is gone by law, with no separate dissolution to file. We store the articles of merger and the agreement in your vault, ready for the bank, the auditor, or the next round of diligence.
Acquirer, Inc.
Articles of merger, filed with the Secretary of State. Boards and owners approved, agreement signed first.
A roll-up of three sibling LLCs.
An owner had spun up a separate LLC for each product line and was drowning in triplicate filings. We merged them into the strongest entity, preserving its EIN, bank accounts, and vendor contracts. Three sets of reports became one, and nothing had to be re-signed.
What a merger usually touches.
Articles of Consolidation
Combine two or more companies into a brand-new entity, instead of one absorbing the other.
Learn more →Certificate of Status
Both entities usually need good-standing proof before a merger can close.
Learn more →Conversion
Sometimes changing type first, then merging, is the cleaner path.
Learn more →Foreign Qualification
The survivor may need to register in states the other entity operated in.
Learn more →Dissolution
Not merging? Closing a redundant entity outright is a dissolution.
Learn more →Two companies, now one. Here's the whole road it sits on.
A merger is how businesses combine and simplify.
Combining entities is one move on a much longer road. Every stage around it lives on one platform, so bringing two companies together never means stitching two providers together too.
Form them, grow them, and combine them when the time comes, all inside File.Business. One platform for the whole life of the company, however many it started as.
The questions owners ask before they merge.
What is a merger?
A merger combines two entities into one, with a surviving entity absorbing the other and taking on its assets, liabilities, and operations by law. The disappearing entity ceases to exist without a separate dissolution. Mergers are governed by statute and require specific filings. We prepare and file the articles of merger and keep your records organized so the combination runs correctly.
How is a merger different from an asset or stock purchase?
In a merger the entities legally combine by statute and assets and contracts transfer automatically. An asset purchase moves only selected assets, and a stock purchase transfers ownership of the company while both entities keep existing. Each reaches a combination differently, and we flag which structure fits your goals so the deal uses the right mechanism rather than the most familiar one.
What happens to the surviving entity's EIN?
In a standard statutory merger the surviving entity keeps its own EIN, bank accounts, and contracts; only the entity that disappears stops using its number. A consolidation is the exception: because both entities dissolve into a brand-new third entity, that new entity gets a new EIN. We confirm which applies before filing so your banking and tax records stay consistent.
What is the difference between a forward and a reverse merger?
In a forward merger the target merges into the acquirer, so the acquirer survives. In a reverse merger the acquirer merges into the target, so the target survives, which is chosen when the target holds licenses, contracts, or franchise rights that are hard to reassign. Picking the wrong survivor can strand exactly those assets, so we check where the non-assignable pieces sit before choosing.
What is a short-form or parent-subsidiary merger?
When a parent company owns 90 percent or more of a subsidiary, most states allow a short-form merger that combines them without a full shareholder vote, which is a common way to simplify a multi-entity structure. It is faster and lighter than a standard merger. We confirm your ownership threshold qualifies and handle the short-form filing where it does.
What are the steps in a merger?
Typically the parties negotiate terms, approve the merger through their boards and owners, sign a merger agreement, and file articles of merger with the state, after which one entity survives on the effective date. Most of the calendar is the approvals, not the filing. We flag the steps and organize the documents so the merger is completed correctly rather than stalling on a missed approval.
Do I have to separately dissolve the entity that disappears?
No. In a statutory merger the non-surviving entity ceases to exist automatically on the effective date, so there is no separate dissolution to file. There can still be clean-up, such as closing extra state registrations or bank accounts, which we handle as part of consolidating everything under the survivor.
Can File.Business handle the whole merger?
Yes: we help you choose the structure, prepare the merger agreement and consents, confirm both entities are in good standing, file the articles of merger, and then consolidate accounts, licenses, and state registrations under the surviving entity. The result is a single company that carries everything forward, with the retired entity fully closed.