M&As – Novation and Recertification
Business owners considering exit options from their businesses often can be blinded by purchase price figures and proceeds, often “accepting” that paying capital gains tax is part of the deal. The ability to avoid or defer...more
On Father’s Day, Morgan Bux celebrated with her dad Big Daddy Bux and asked him to team up with her to buy the fast-growing Green Earth Air Conditioning and Heating, LLC in Buda from the Green Earth retiring owner Gaia....more
An asset sale is the purchase of individual assets and liabilities. A stock sale is the purchase of the owner’s shares in a corporation / membership interest in a limited liability company. Potential legal liabilities and tax...more
Some interesting links we found across the web this week: Back Channels in the Boardroom - After a board meeting, it is common for board members to begin side conversations with each other. While these side...more
In E.T. Products, LLC v. D.E. Miller Holdings, Inc., the Seventh Circuit Court of Appeals recently held that noncompete agreements signed by sellers of a business were enforceable under Indiana law, but the sellers did not...more
Generally, a buyer in a stock sale does not obtain a step-up (or down) in the basis of the acquired corporation’s assets, unlike in an asset sale. However, if the acquired corporation in a stock sale is an S corporation, an...more
State courts generally have allowed legislatures a fair amount of flexibility in adopting retroactive statutes, but a recent New York case held that, under the circumstances presented, the retroactive application of a statute...more