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Albin Yates Balius Roach, Attorneys at Law

Advancing Integrity. Preserving Truth.

Here for you, here to help.


Having a good business relationship with Albin Roach gives us peace of mind.

— Rose and John Stillwell, Business Law Client

Mergers, Acquisitions and Dissolutions

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Guiding Frisco and Plano Businesses Through Every Phase

Albin Roach is a boutique law firm in Collin County serving Plano, Frisco and North Texas residents in business transactions and litigation. We counsel new businesses, advise on growth strategies — often through mergers and acquisitions — and assist in dissolving organizations in the most equitable and methodical way possible.

Whether you are combining your operations with another business, purchasing an existing operation or closing your doors, our attorneys have the knowledge and resources to help.


Combining companies may offer tremendous advantages for both parties. However, the process involves more than just merging operations underneath one umbrella-corporation or partnership.

Merging two companies requires thoughtful consideration about such matters as:

  • Effect on employment contracts and benefits
  • Job redundancy terminations and employee retention plans
  • Compliance with laws governing each type of entity
  • Interests in assets, real property, intellectual property and inventory
  • Rights of stakeholders, including investors and principals
  • Assumption of liability
  • Tax clearance

Our Plano business law attorneys can help you develop a clear plan of merger to address essential issues and to comply with the applicable Texas and federal laws. We take steps to smooth the transition for your workforce, leadership, vendors and customers.

Certificate of Merger

Chapter 10 of the Texas Business Organization Code (BOC) requires specified businesses to obtain a certificate of merger with the Texas Secretary of State (SOS). Our Plano business law attorneys help you collect the necessary documentation and submit a complete application so your merger is timely approved. We arrange such essential documentation as:

  • Plan of merger
  • Certificate of Account Status
  • Certificate of formation
  • Expedite handling service for time-sensitive mergers


Purchasing an existing business often comes with tremendous advantages — a recognized name, loyal clients, dependable vendors, knowledgeable employees, an established protocol and many of the tools and equipment to operate the business. However, these benefits also create challenges. Our attorneys help you create the right documents to complete the acquisition as well as provide you the practical advice that allows you to jump right in and start where your predecessor left off with as little disruption to the business as possible. We help our clients choose between asset purchase agreements or share purchase agreements so as to limit liability yet gain the most advantage from the acquisition.

Dissolution of a Business

You may decide to dissolve your business for any number of reasons — for example, because the company has not produced the profits you expected, the market has changed or you and your partner have reached an impasse. Each scenario requires a unique approach to the basic issues that arise from dissolution, including:

  • Division of assets and real property
  • Sale of inventory, real estate and assets
  • Protection of partners from liability, such as in a bankruptcy dissolution
  • Division of personal liability and debt
  • Breach of contract and nonperformance matters
  • Employment wage and termination issues
  • Compliance with the Texas Secretary of State provisions
  • Fulfillment of commitments to vendors and customers

If Albin Roach helped you form your company, you already have a dissolution strategy in place. Our team assists in implementing the terms of dissolution you and your partners agreed to at the time you launched the business.

However, our attorneys can also assist in developing a dissolution plan at the time you are closing your business. We are mindful of limiting your costs and helping you recover as much of your investment as possible.

Contact a Business Law Attorney in Plano or Frisco

For a smooth transition at a challenging point in your business, consult with Albin Roach’s experienced legal team. Call our business law attorneys at 214-423-5100 or contact us online.