The loophole that “allows” this is so stupid that it has to be by design:
The divisional merger, created by Texas lawmakers decades ago, allows a company to split into two or more companies. In the 2010s, corporations began pairing the maneuver with bankruptcy to create the Texas Two-Step: Step one, divide the company and distribute most of its assets into one company and most of its debts to the other. Step two, the indebted company declares bankruptcy while the solvent company continues to do business.
All laws are written by legislators, and all but about half a dozen American legislators are indebted to (owned by) corporations. It’s safe to assume that all laws are written by and for corporations.
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