Shareholder protection in merger of corporations

Merger is a reconstruction method of corporations. It is very common especially among the corporations gathered around the same economic purposes and that want to improve the competitiveness.There are transferor and transferee corporations in merger. Since merger is a non-liquidation dissolution, transferor corporation is dissolved as a result of merger but a liquidation process is not required. As a result of merger, the property of transferor corporation is inherited by transferee corporation. In return for trasferring, the property shareholder of transferor corporation acquires the shares of transferee corporation. Consequently shareholders and properties of the merging corporations gather under the roof of the same corporation.The combination of shareholders and properties are the essential factors in merger. Therefore the combination of shareholders or properties alone is not a merger.Merger is an action between corporations but shareholders are effected deeply. As at least a corporation is dissolved and its shareholders acquires the shares of another corporation ipso iure. Because of this legal issue named exchange of the shares shareholders should be protected principally in merger. In this study this special protection system is examined.