Legal Question in Business Law in New York

Re: Selling an S Corp

That's easy. Simply arrange for the buyer to execute a UCC-1 financing statement. I recommend that you retain counsel for this important matter, however, to ensure that it is handled properly.

Feel free to contact me to discuss how we can help with this matter and keep it as un-complicated as possible.

Matt Weiss, Esq. [email protected]

Re: Selling an S Corp

Have your attorney prepare and file an appropriate UCC document.

Re: Selling an S Corp

Have the appropriate UCC financing statement prepared and filed by your attorney.

Good Luck

RRG

Re: Selling an S Corp

You would be very unwise to sell your company without the help of an attorney; there are too many ways to have it go bad.

Re: Selling an S Corp

Besides the issue of a security interest in the equipment -- it is called a "security interest" rather than an "attachment" -- which would need to be "perfected," you must first analyze whether the purchase will be an "asset purchase" or a "stock purchase."

There are also issues relating to timing. Does the purchaser "own" everything at the time of closing or does ownership only transfer upon payment of the final $100K? If the purchaser is "holding back" $100K, what are the conditions you must fulfill in order to receive payment? Are you accruing interest on the $100K amount "held back"?

If you do not retain a qualified business lawyer now, you will undoubtedly need a qualified business litigator in the future, probably costing you considerably more than representation on the sale in the first place.

Should you (unwisely) go it alone, however, in order to perfect a security interest in the equipment, you will need to complete and record forms in conformity with the Uniform Commercial Code of New York.

Best of luck, regardless.

-- Kenneth J. Ashman; [email protected]; www.AshmanLawOffices.com

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