Article 256 of Companies Law

Merger by absorption shall be effected by following the procedures below: 1 - A resolution shall be issued by the absorbed company for its dissolution. 2 - The net assets of the absorbed company shall be valued in accordance with the provisions for valuing contributions in kind stipulated in Article 11 of this Law. 3 - The absorbing company shall issue a resolution increasing its capital in accordance with the valuation of the absorbed company. 4 - The capital increase shall be distributed among the partners in the absorbed company in proportion to their interests therein. 5 - If the new interests are represented by shares and the periods prescribed in this Law for trading the company’s shares have elapsed since the incorporation of the absorbing company, these shares may be traded immediately upon their issuance in accordance with the provisions prescribed in this Law concerning the trading of the company’s shares.