Combine two companies into one new one.
When two or more businesses join and neither is meant to be the survivor, a consolidation merges them into a brand-new entity. The originals cease to exist, and the new company inherits their combined assets, contracts, and obligations. It is filed with the state as articles of consolidation. We prepare the plan, the approvals, and the filing so the new entity comes online cleanly.
Two companies end, a new one begins.
A consolidation is a combination in which two or more existing companies unite to form a single, brand-new entity. Every original company ceases to exist as a separate business, and the new entity takes on all of their combined assets, property, rights, and obligations. That is what sets it apart from a merger. In a merger, one existing company survives and absorbs the other. In a consolidation, none of the originals survives; they are replaced by the new company created in the process. It is a genuine restructuring, so it needs a formal plan, owner approval, and a filing of articles of consolidation with the state.
A plan, the approvals, and the articles.
Consolidation is a governed transaction, not a single form. We assemble the pieces the state and your owners require and file the document that creates the new entity.
- A plan of consolidation. The agreement setting out how the companies combine, what the new entity looks like, and how ownership converts.
- Owner approvals. The board and shareholder or member consents each entity needs before the consolidation can be filed.
- Articles of consolidation. The document filed with the state that creates the new entity and ends the originals.
- The new entity, ready to run. Its formation on record, with a path to its own EIN, bank accounts, and registrations.
The question is whether anyone survives.
Consolidation and merger both combine companies, but they end very differently. Choosing the right one shapes taxes, contracts, and which registrations carry over.
- Two or more companies join as equals and you want a fresh, neutral entity
- No existing company should be the survivor for branding or legal reasons
- You want a clean new structure that inherits the combined businesses
- The parties prefer starting the combined company on a new charter
- One company should absorb the other, which is a merger
- You only want to change entity type, which is a conversion
- You are winding a company down, not combining, which is a dissolution
- You just need to amend an existing company's charter, which is an amendment
Not sure which structure serves your deal? A merger keeps one company alive; a consolidation creates a new one. We help you weigh the trade-offs before you file.
What a consolidation requires.
These points are verified against current state guidance and the model business and LLC acts most states follow. Consolidation is a formal transaction with approvals and effects that a simple filing does not have.
Consolidation has real tax and liability consequences. We handle the filing; the deal itself is worth planning with your tax and legal advisors.
From two companies to one.
- 1Confirm the structure
We check that consolidation, rather than a merger, fits your goal and that your state allows it.
- 2Draft the plan
We prepare the plan of consolidation setting out the new entity and how ownership converts.
- 3Gather approvals
We collect the board and owner consents each participating company needs.
- 4File and stand up the new entity
We file the articles of consolidation and guide the new company to its EIN and registrations.
The structure decision comes first.
The costliest consolidation mistakes happen before the filing, in choosing the wrong structure or missing an approval. We get the choice right, assemble the approvals, and file the articles so the new entity starts clean.
We confirm whether a consolidation or a merger serves your deal, and whether your state offers it.
We prepare the plan of consolidation the state and your owners will rely on.
We track the board and owner consents each company needs so the filing holds up.
You see our price and the state fees up front, kept separate. See pricing →
Other ways to restructure.
Combine companies where one absorbs the other rather than a new entity.
Explore → Change typeConversionTurn an LLC into a corporation, or the reverse, without combining.
Explore → Wind downDissolutionClose a company you are not carrying into the combined business.
Explore → For the new entityGet an EINThe new company created by a consolidation needs its own number.
Explore →Articles of consolidation, answered.
What is the difference between consolidation and merger?
In a merger, one existing company survives and absorbs the other. In a consolidation, none of the original companies survives; they all combine into a brand-new entity that inherits everything. If you want a neutral new company rather than one side taking over, consolidation is the fit.
Does the new company need a new EIN?
Generally yes. Because a consolidation creates a different legal entity, the new company usually needs its own EIN, and licenses and bank accounts are typically reissued in its name. This is different from a domestication, where the same entity keeps its number.
Do all owners have to approve it?
Yes. A plan of consolidation has to be adopted and approved by the board and the shareholders or members of each participating company before the articles can be filed. We track the consents each entity needs.
Does my state even offer consolidation?
Not every state does. Some provide a separate consolidation, while others handle the same result under their merger statutes. We confirm what your state offers and use the correct filing, whether it is labeled consolidation or merger.
What happens to the old companies' contracts and debts?
They pass to the new entity by operation of law. The new company inherits the combined assets, rights, and liabilities of the originals, which is why the transaction needs careful planning with your tax and legal advisors before filing.