Legal Nature of Transferring Debts within Merging Public Companies and its impacts on Non-shareholder Creditors and Debtors

One of the most noteworthy subjects in the area of merging companies is determination of its effects and consequences on the market, shareholders, non-shareholder creditors and debtors and even consumers. Public companies, however, take precedence over these subjects. Merger is (a course of action by which several companies establish a new single legal entity or are merged within another existing legal entity, as well as eliminating their own legal entity) and as a result, all the assets, claims, debts and obligations of the merged company are transferred to the merging company. Inclination toward merger is considerably high among public companies due to its various advantages. In this paper, we have addressed nature-discernment of debts transfer from a merged company to the merging company and therefore with analyzing and comparing the theories regarding debt transfer, credit transfer, obligation alteration and succession, we have examined merger effects of companies on the rights and obligations of nonshareholder creditors and debtors and have also bolstered the wellknown opinion. Needless to say, selection of any opinions mentioned above, would have different legal impacts on those people and consequently companies’ shareholders, being parties in the merger contract.