Esta guía ofrece información general, no asesoría legal, fiscal, contable, financiera o de inversión. Confirma decisiones importantes con profesionales calificados.
Asset purchase
In an asset transaction, the buyer acquires specified assets and assumes specified liabilities. The parties must identify equipment, inventory, contracts, intellectual property, records, permits, and other transferred items. Some contracts, licenses, and relationships may require consent or cannot be transferred automatically.
Equity purchase
In an equity transaction, the buyer acquires ownership interests in the legal entity. The entity generally continues to own its assets and remain party to its contracts, but change-of-control provisions may still apply. The buyer also inherits the entity’s history and needs careful diligence and contractual protection.
Liability and operational continuity
Asset purchases may help define assumed obligations, but they do not eliminate every possible successor, tax, employment, environmental, or other liability. Equity purchases may preserve continuity but can carry unknown obligations. The real result depends on law, facts, documentation, and industry rules.
Tax and purchase-price allocation
Structure affects buyer basis, seller tax consequences, depreciation and amortization, and reporting. Asset transactions usually require an allocation of purchase price among transferred categories. Both parties should obtain tax advice before agreeing to economics that depend on structure.
Choose structure with advisers
Compare legal exposure, contracts, licenses, tax effects, financing, administrative work, and negotiation leverage. Do not select a structure from a generic rule of thumb.
Fuentes confiables
Consulta siempre los requisitos actuales directamente con la agencia o profesional correspondiente.
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