In an asset sale, the seller retains possession of the legal entity and the buyer purchases individual assets of the company, such as equipment, fixtures, leaseholds, licenses, goodwill, trade secrets, trade names, telephone numbers, and inventory.
The biggest difference is that an SPA is the sale of all shares, and an APA is the sale of selected assets. Therefore, they are both different transactions and have different procedures. 2. With a SPA, all shareholders in the company must be consulted and agree to sell their shares in the company.
Illinois recognizes economic nexus for any vendor with $100,000 or more in cumulative gross receipts or 200 or more transactions into Illinois from sales of tangible personal property. Once you have economic nexus established, you will be obligated to collect sales tax from buyers in the state.
In Illinois, various "Bulk Sales Acts" impose an obligation on purchasers of a business or a major portion of the assets of a business, which can include the transfer of real estate, for certain unpaid taxes and even debts for which the seller of such property was responsible.
Forms ST-556 and ST-556-LSE can be filed electronically using MyTax Illinois. Alternatively, registered dealers can obtain ST-556 and ST-556-LSE forms preprinted for their business locations by calling our Central Registration Division at 217 785-3707.
In an asset sale, the seller retains possession of the legal entity and the buyer purchases individual assets of the company, such as equipment, fixtures, leaseholds, licenses, goodwill, trade secrets, trade names, telephone numbers, and inventory.
In Illinois, various "Bulk Sales Acts" impose an obligation on purchasers of a business or a major portion of the assets of a business, which can include the transfer of real estate, for certain unpaid taxes and even debts for which the seller of such property was responsible.