Many business owners assume that acquiring a business through an asset purchase - as opposed to a stock purchase - automatically protects them from the pre-sale liabilities of the seller.  In reality, most states have measures in place that allow transfer of outstanding tax liability to the new owner;  regardless of whether the business was acquired through an asset or stock purchase.

In order to try to avoid inheriting the tax liability of the predecessor, business purchasers may wish to provide notice to the state department of revenue to obtain a tax clearance certification.  This is In addition to any bulk-sales notification usually required by the states to notify creditors of the sale.  

The Roth Law Group can help you navigate your business sale or acquisition.  Call us today for a free consultation.