June 28, 2023
A potential problem in the sale or transfer of substantially all of a corporation’s assets is whether the purchaser has assumed the corporation’s liabilities. When transferring corporate assets you need to be aware that you may in fact assume the liabilities of the selling corporation depending on the way such assets are transferred.
In California, the general rule is that when a corporation sells or transfers its principal assets to a successor corporation, the successor corporation is not liable for the former corporation’s debts and liabilities. However, there are exceptions to this rule. Liability will transfer to a successor corporation under the following circumstances:
On the other hand, liability does not transfer from a former corporation to a successor corporation under the following circumstances.
In conclusion, if you are planning on acquiring the assets of another corporation, it is recommended that you have an attorney assist you through the process to avoid any potential unwanted liability.
Riverside County: (951) 600-2733
Orange County: (714) 978-2060
Northwest Arkansas: (479) 377-2059
July 17, 2025
Protect Your Digital Assets: Estate Planning for Your Online LifeLearn how to protect your digital assets—like crypto, social media, and online accounts—with a digital estate plan. Ensure your legacy is safe and accessible for your loved ones.
June 19, 2025
Artificial Intelligence in the Workplace: Ask the Right QuestionsLearn how California businesses can use AI responsibly while staying compliant with privacy, employment, and data laws.
May 27, 2025
Is Your Business Website ADA Compliant? Here’s What You Need to KnowLearn how ADA laws apply to your website, the risks of non-compliance, and what steps you can take to avoid lawsuits and serve all your customers equally.