Legal Question in Business Law in New Jersey

not a good idea. Perhaps you would only want to purchase the assets and not the corporation because you may find yourself in court warding-off creditors -even if you owe nothing

You can do that if you are careful about getting clear title to the assets, avoiding problems from a subsequent bankruptcy of the seller, and not involving yourself in any fraud on the seller's creditors. Asset purchases are done all the time but they have to be carefully managed. /p/ My firm handles matters of this type. If I can be of further help to you, call or email. /p/ See also: http://info.corbettlaw.net/lawguru.htm

To the other attorney answers, I only add that in a contract of sale for assets, there is normally an escrow process and a notice to all creditors. Creditors, including the government, will put in their claims and the escrow won't close until they are paid off. Consult with a good business attorney in your area for specific advice.

Kevin B. Murphy, B.S., M.B.A., J.D. - Mr. Franchise

Franchise Attorney

In New Jersey, as well as many other states, there is a notification required to the division of taxation. This notification is reviewed by the division of taxation and an escrow is required to be held until the final sales and use tax returns and corporate tax returns are filed. If this is not filed with the division of taxation then you will have personal liability for all the taxes outstanding even if it exceeds the amount of the purchase price.

Buying a business is far more complicated than buying a home. You need an attorney experienced in mergers and acquisitions to guide you through this process.

I hope this helps!

Ron Cappuccio

www.TaxEsq.com