1, the merger or acquisition of bankrupt enterprises only involves the deed tax paid when handling the real estate license and land acquisition, and the tax rate is generally 3%. The tax rates vary from place to place, the transfer fee is not much, and the charging standards vary from place to place. Under certain conditions, asset acquisition can choose special tax treatment; Asset acquisition, in which the assets acquired by the transferee enterprise are not less than 75% of the total assets of the transferee enterprise, and the equity payment amount of the transferee enterprise at the time of asset acquisition is not less than 85% of the total transaction payment;
2. The tax basis where the transferring enterprise obtains the equity of the transferee enterprise shall be determined by the original tax basis where the assets are transferred;
3. The tax basis of the transferred enterprise assets obtained by the transferee shall be determined by the original tax basis of the transferred assets.
This law is based on Article 74 of the Company Law of People's Republic of China (PRC).
In any of the following circumstances, the shareholders who voted against the resolution of the shareholders' meeting may request the company to purchase its equity at a reasonable price:
(a) the company has not distributed profits to shareholders for five consecutive years, but the company has made profits for five consecutive years and meets the conditions for distributing profits as stipulated in this Law;
(2) The merger, division or transfer of the company's main property;
(3) Upon the expiration of the business term stipulated in the Articles of Association or other reasons for dissolution stipulated in the Articles of Association, the shareholders' meeting will adopt a resolution to amend the Articles of Association to make the Company survive.
If the shareholders and the company fail to reach an equity purchase agreement within 60 days from the date of adoption of the resolution of the general meeting of shareholders, the shareholders may bring a lawsuit to the people's court within 90 days from the date of adoption of the resolution of the general meeting of shareholders.