1. A cross-border merger carried out as laid down in points (a) and (c) of Article 2(2) shall, from the date referred to in Article 12, have the following consequences:
(a) all the assets and liabilities of the company being acquired shall be transferred to the acquiring company;
(b) the members of the company being acquired shall become members of the acquiring company;
(c) the company being acquired shall cease to exist.
2. A cross-border merger carried out as laid down in point (b) of Article 2(2) shall, from the date referred to in Article 12, have the following consequences:
(a) all the assets and liabilities of the merging companies shall be transferred to the new company;
(b) the members of the merging companies shall become members of the new company;
(c) the merging companies shall cease to exist.
3. Where, in the case of a cross-border merger of companies covered by this Directive, the laws of the Member States require the completion of special formalities before the tra