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HomeCorporations CodeCh. 10Art. 2§ 12551 Corporate Merger Property Transfer

§ 12551 Corporate Merger Property Transfer

Corporations Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 12551 Corporate Merger Property Transfer

This law says that when two companies merge, the new company automatically gets all the property of the old company. They just need to file some papers to make it official.

Key Takeaways

  • •When companies merge, the new company gets all the property of the old ones.
  • •They need to file papers to show who owns the property now.
  • •This applies to any property in California.

Example

Company A and Company B merge to become Company C.

Company C now owns all the buildings and land that Company A and Company B had. They just need to file some papers with the county to show this.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 12551 Corporate Merger Property Transfer

Whenever a domestic or foreign corporation or other business entity (Section 12242.5) having any real property in this state merges with another domestic or foreign corporation or other business entity pursuant to the laws of this state or of the state or place in which any constituent party to the merger was organized, and the laws of the state or place of organization (including this state) of any disappearing party to the merger provide substantially that the making and filing of the agreement of merger vests in the surviving party to the merger all the real property of any disappearing party to the merger, the filing for record in the office of the county recorder of any county in this state in which any of the real property of the disappearing party to the merger is located of either (a) a certificate prescribed by the Secretary of State, or (b) a copy of the agreement of merger or certificate of merger, certified by the Secretary of State or an authorized public official of the state or place pursuant to the laws of which the merger is effected, shall evidence record ownership in the surviving party to the merger of all interest of the disappearing party to the merger in and to the real property located in that county. (Amended by Stats. 1999, Ch. 437, Sec. 25.4. Effective January 1, 2000.)

Last verified: January 10, 2026

Key Terms

domestic or foreign corporationbusiness entitymergerreal propertysurviving partydisappearing partyagreement of mergercertificate prescribed by the Secretary of Statecounty recorder

Related Statutes

  • § 6021 Corporate Merger Property Transfer
  • § 8021 Corporate Merger Property Transfer
  • § 15911.18 Property Transfer In Mergers
  • § 12540.1 Corporate Merger Authorization Rules
  • § 12550 Merger Rights And Liabilities

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 12551.
View Official Source