The following list is not exhaustive, but it will serve as a general outline of the necessary documents and steps for merging two entities. However, this checklist shouldn't be substituted for proper legal advice.
1. Prior to Merger:
Provide the following to legal counsel.
- An explanation of the motivation for the merge: This will help legal counsel determine the type of transfer to utilize (i.e., merger/donation/asset purchase).
- An articulated final version of the entities post merge: This will help legal counsel anticipate additional issues that may need to be addressed (such as, employment contracts, leases, and so on).
- The following documents:
- Articles of Incorporation and bylaws
- IRS determination letter
- Mortgage and loan documents
- Property tax exemptions
- Lease agreements
- Employment contracts
- List of restricted gifts
- List of all assets (real property, computers, books, vehicles—basically a list of everything that the church owns)
- List of all liabilities (such as copier leases, rental leases, and so on).