Georgia Checklist - Sale of a Business

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Multi-State
Control #:
US-04096BG
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Word; 
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Description

The sale of any ongoing business, even a sole proprietorship, can be a complicated transaction. The buyer and seller (and their attorneys) must consider the law of contracts, taxation, real estate, corporations, securities, and antitrust in many situations. Depending on the nature of the business sold, statutes and regulations concerning the issuance and transfer of permits, licenses, and/or franchises should be consulted. If a license or franchise is important to the business, the buyer generally would want to make the sales agreement contingent on such approval. Sometimes, the buyer will assume certain debts, liabilities, or obligations of the seller. In such a sale, it is vital that the buyer know exactly what debts he/she is assuming.
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FAQ

Follow these steps to closing your business.Decide to close.File dissolution documents.Cancel registrations, permits, licenses, and business names.Comply with employment and labor laws.Resolve financial obligations.Maintain records.

How to Buy an Existing Business (7 Steps)Step 1: Find a business to purchase.Step 2: Value the business.Step 3: Negotiate a purchase price.Step 4: Submit a Letter of Intent (LOI)Step 5: Complete due diligence.Step 6: Obtain financing.Close the transaction.

To update your Articles of Organization for a Georgia LLC, you must file Articles of Amendment with the Georgia Secretary of State, Corporations Division. You'll also need to pay the correct filing fee. Below, you'll find our free guide to amending your Georgia LLC articles.

Steps to Take to Close Your BusinessFile a Final Return and Related Forms.Take Care of Your Employees.Pay the Tax You Owe.Report Payments to Contract Workers.Cancel Your EIN and Close Your IRS Business Account.Keep Your Records.

While the sale of the stock will accomplish the sale of the business, the business can be also be sold by having the corporation sell its assets or by having it merge with another company.

Legal documents needed to sell a business might include some or all of the following:Non-Disclosure Confidentiality Agreement.Personal Financial Statement Form for Buyer to Complete.Offer-to-Purchase Agreement.Note of Seller Financing.Financial Statements for Current and Past Two to Three Years.More items...

To end a Georgia LLC, just file form CD-415, Certificate of Termination, with the Georgia Secretary of State, Corporations Division (SOS). The certificate of termination is available on the Georgia SOS website or your Northwest Registered Agent online account. You are not required to use SOS forms.

Business owners must notify the Corporate Division of the secretary of state's office to change the ownership and name -- if the name is changing. In some Georgia municipalities, the owner must change registration information with the local government or apply for new permits.

If you're looking to transfer LLC ownership, your operating agreement is the first place to look for instructions on how to sell or transfer a member's ownership interest. On the other hand, if the LLC doesn't have an OA, Georgia's Limited Liability Company Act will provide default provisions.

How to Transfer Shares of a Private Limited CompanyStep 1: Obtain share transfer deed in the prescribed format.Step 2: Execute the share transfer deed duly signed by the Transferor and Transferee.Step 3: Stamp the share transfer deed as per the Indian Stamp Act and Stamp Duty Notification in force in the State.More items...

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Georgia Checklist - Sale of a Business