10 THINGS TO KNOW ABOUT BUYING OR SELLING A BUSINESS
Bulk Sales Regulation <ul><ul><li>Business (a.k.a.  Bulk ) Sales are governed by personal property transfer laws under the...
Allocation of the Purchase Price <ul><li>The  Allocation of the Purchase Price  causes different tax implications for the ...
Depending on the type of business being conveyed, a Bulk Sale could include the following tangibles and intangibles: <ul><...
The  Notice to Creditors   <ul><li>is recorded and published for the benefit of and protection of the Buyer by notifying e...
The  Notice to Creditors   <ul><li>Lien searches are done for the protection of the Buyer and a follow up to Creditors in ...
The Purpose of an Escrow:  <ul><li>According to  UCC Code , no funds are to be disbursed prior to (or outside of) the clos...
Taxes & EDD <ul><li>Clearances from the  State Board of Equalization  and the state  EDD  are requested by the escrow hold...
Taxes & EDD <ul><li>Releases (or “courtesy releases) from the  State Board of Equalization  and the state  EDD  are necess...
Liquor Licenses <ul><li>For any business that includes a liquor license: It may take the  ABC  an additional 21 days (afte...
Pre–Escrows
Pre-Escrows <ul><li>Asset Escrow is the only company in North County San Diego that specializes in Bulk Transfer Escrows. ...
Asset Escrow <ul><li>Contact Jann Stricklin (or call 760 730-4550) to open a pre-escrow for your Commercial or Business li...
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10 Things To Know About Buying Or Selling

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10 Things To Know About Buying Or Selling

  1. 1. 10 THINGS TO KNOW ABOUT BUYING OR SELLING A BUSINESS
  2. 2. Bulk Sales Regulation <ul><ul><li>Business (a.k.a. Bulk ) Sales are governed by personal property transfer laws under the Uniform Commercial Code (UCC) Sections 6101 – 6107. </li></ul></ul>
  3. 3. Allocation of the Purchase Price <ul><li>The Allocation of the Purchase Price causes different tax implications for the Buyer and the Seller, depending upon who sets out the allocation. </li></ul>
  4. 4. Depending on the type of business being conveyed, a Bulk Sale could include the following tangibles and intangibles: <ul><li>Furniture </li></ul><ul><li>Fixtures </li></ul><ul><li>Equipment and tools essential for conducting business </li></ul><ul><li>Goodwill </li></ul><ul><li>Inventory of stock </li></ul><ul><li>Leasehold Improvements </li></ul><ul><li>Real Property </li></ul><ul><li>Use of the business trade name </li></ul><ul><li>Liquor License </li></ul>
  5. 5. The Notice to Creditors <ul><li>is recorded and published for the benefit of and protection of the Buyer by notifying existing Creditors. </li></ul><ul><li>must be published in the “Judicial District” of the location of the business. Publishing must occur 12 business days prior to the close of escrow. </li></ul>
  6. 6. The Notice to Creditors <ul><li>Lien searches are done for the protection of the Buyer and a follow up to Creditors in the event they did not respond to the published Notice to Creditors . </li></ul>
  7. 7. The Purpose of an Escrow: <ul><li>According to UCC Code , no funds are to be disbursed prior to (or outside of) the close of a Bulk Transfer escrow to protect Creditors’ interests. </li></ul>
  8. 8. Taxes & EDD <ul><li>Clearances from the State Board of Equalization and the state EDD are requested by the escrow holder at the time of opening escrow. Account numbers for these agencies must be provided by the Seller at or before opening escrow. </li></ul>
  9. 9. Taxes & EDD <ul><li>Releases (or “courtesy releases) from the State Board of Equalization and the state EDD are necessary to release the Sellers proceeds at the close of escrow. </li></ul>
  10. 10. Liquor Licenses <ul><li>For any business that includes a liquor license: It may take the ABC an additional 21 days (after the 30 days posting of the ABC “notice to transfer” an ABC license) for the agency to notify the escrow holder of approval to close. </li></ul>
  11. 11. Pre–Escrows
  12. 12. Pre-Escrows <ul><li>Asset Escrow is the only company in North County San Diego that specializes in Bulk Transfer Escrows. Trust your Business and Commercial escrows to the experts. </li></ul>
  13. 13. Asset Escrow <ul><li>Contact Jann Stricklin (or call 760 730-4550) to open a pre-escrow for your Commercial or Business listing today. </li></ul><ul><li>For more information, contact Andrew Kirwin (or call 760 519-5263) </li></ul>

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