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Chapter 14: Mergers and Acquisitions > Postclosing Matters - Pg. 320

320 Raising Capital Postclosing Matters After the closing, a variety of legal and administrative tasks must be carried out to complete the transaction. The nature and extent of these tasks will vary depending on the size of your transaction and the source of capital that you select. The parties to any acquisition must be careful to ensure that the pure jubilation of closing does not cause any postclosing matters to be overlooked. In an asset acquisition, these postclosing tasks might include a final verifica- tion that all the assets acquired are free of liens and encumbrances; the recording of financing statements and transfer-tax returns; the recording of any assignments of intellectual property with the Library of Congress or the U.S. Patent and Trade- mark Office; notification of employees, customers, distributors, and suppliers concerning the sale; and adjustments to bank accounts and insurance policies. In a stock acquisition (or merger), postclosing matters may entail all of the above, plus the filing of articles of amendment to the corporate charter or articles of merger; completion of the transfer of all stock certificates; amend- ments to the corporate bylaws; and the preparation of all appropriate postclos- ing minutes and resolutions.