How do I merge with a new Corp with an older Corp?
I'm incorporating a new c-corp in Delaware with a new co-founder.
So, I want to merge the older new york c-corp because it has all my copyrights and trademarks assigned to it. Also, the New York c-corp has no business activities and I'm the only owner. I want to do it on my own because lawyers will cost me at least a $1,000 to merge. The idea I have is the Delaware corporation buying all the stocks of the New York company but not sure if it will work correctly.
Copyright Trademark Corporation
1 Answer
Your idea won't work -- all that does is create a New York subsidiary of the Delaware corporation.
Why don't you just transfer the relevant stuff over to the new Delaware corporation? If you haven't registered either your trademarks or copyrights, that's a really easy thing to do.
If you want to merge, you'll have to deal with the requirements of both Delaware and New York -- mainly filing a certificate of merger with the Sec'y of State in both states. That alone is going to run you around $360.
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I registered the copyrights and trademarks to the new york corporation. It will cost me a lot to register them again to the Delaware corp. So once I merge the corps, Do I just pay taxes through the Delaware Corporation? Do I have to register the copyrights and trademarks again? "mainly filing a certificate of merger with the Sec'y of State in both states. That alone is going to run you around $360." This is all I have to do? – Zapoo 12 years ago
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When you do the merger, everything that the old company had will be owned by the new company by operation of law. I don't think recording the transfer is all that expensive. Trademarks are $40 for the first mark, $25 for every one after that. I don't remember copyright fees offhand, but they're comparable. Remember that you're not re-registering, you're just telling the USPTO and copyright office that you've transferred them. – Chris Fulmer 12 years ago
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I'm confused. Ok So if I don't merge I can just transfer a trademarks to the new corporation around $40-25 and copyright around $35. If I do the merger I don't have to transfer the copyrights and trademarks (The new corp will own everything by law.) – Zapoo 12 years ago
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I called the trademark office. I got all the info. Its much better just transferring the trademark and copyright to the new corp. Im not going to merge the companies. Thanks buddy! – Zapoo 12 years ago
