Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
STATUTORY DECLARATION ON AMALGAMATION
I, {{declarant_name}}, of {{declarant_address}}, being a Director of {{amalgamating_company_1_name}} (hereinafter referred to as "Company A") and {{amalgamating_company_2_name}} (hereinafter referred to as "Company B" and collectively with Company A, the "Amalgamating Companies"), do solemnly and sincerely declare as follows:
Background to Amalgamation
1. That Company A and Company B propose to amalgamate into a single new entity, {{new_company_name}} (hereinafter referred to as "NewCo"), in accordance with the provisions of applicable corporate law, including without limitation [Specify relevant Act, e.g., the Companies and Allied Matters Act].
Compliance with Legal Requirements
2. That all necessary resolutions of the shareholders and/or board of directors of the Amalgamating Companies have been duly passed and are in full force and effect to authorize and approve the amalgamation.
3. That all requisite notices, filings, and consents have been obtained from relevant regulatory authorities, including without limitation [Specify relevant regulatory bodies, e.g., Corporate Affairs Commission, Securities and Exchange Commission], as required by law.
4. That all conditions precedent to the amalgamation, as stipulated in the Scheme of Amalgamation dated {{scheme_of_amalgamation_date}}, have been satisfied or duly waived.
Financial and Asset Verification
5. That the financial statements of {{amalgamating_company_1_name}} as at {{financial_statement_date_1}} and {{amalgamating_company_2_name}} as at {{financial_statement_date_2}} submitted for the purpose of this amalgamation accurately reflect the financial position of each company.
6. That all assets and liabilities of the Amalgamating Companies have been fully disclosed and transparently assessed as part of the amalgamation process.
7. That no material undisclosed liabilities, obligations, or legal proceedings exist against either of the Amalgamating Companies that could adversely affect the amalgamation or the future operations of NewCo.
Employee and Creditor Considerations
8. That adequate provisions have been made for the protection of the interests of the employees of the Amalgamating Companies in the amalgamation.
9. That the interests of the creditors of the Amalgamating Companies have been adequately addressed and safeguarded in accordance with applicable laws and the Scheme of Amalgamation.
Declaration of Truth
10. And I make this solemn declaration conscientiously believing the same to be true, and by virtue of the provisions of [Specify relevant Act, e.g., the Oaths Act].
Signature Block
DECLARED at {{declaration_place}} this {{declaration_day}} day of {{declaration_month}}, {{declaration_year}}.
_____________________________
Declarant's Full Name: {{declarant_name}}
Declarant's Title: {{declarant_title}}
For and on behalf of: {{amalgamating_company_1_name}} and {{amalgamating_company_2_name}}
Before me,
_____________________________
Commissioner for Oaths/Notary Public
Name: {{commissioner_name}}
Stamp/Seal:
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