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Richard - Bizlaw
Richard - Bizlaw, Attorney
Category: Business Law
Satisfied Customers: 9890
Experience:  30 years of corporate, litigation and international law
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I currently own a small restaurant and want to transfer it

Customer Question

I currently own a small restaurant and want to transfer it to another individual. What is involved?
Submitted: 2 months ago.
Category: Business Law
Expert:  Richard - Bizlaw replied 2 months ago.

Hello, my name is ***** ***** I will try to help you. Please remember I just report or interpret the law, so the outcome may not be what you hoped for.

Is the restaurant a corporation, LLC or sole proprietorship? Do you lease the space where the restaurant is owned or own it? Is there any debt secured by any of the restaurant's assets?

Customer: replied 2 months ago.
The restaurant is a single member llc. Yes I lease the space. The individual whom I want to assume the business is on the lease, just not on llc. There isn't any debt secured by the restaurants assets.
Expert:  Richard - Bizlaw replied 2 months ago.

Here are the things you want to do and ideally achieve. You would transfer your membership in the LLC to the new owner. This is done by assigning your interest in the LLC and then he becomes the sole owner as of that date. If you are on the lease, you would also want to be removed from the lease by the landlord. You must calculate the profits or loss of the business as of the date of the transfer and you should be issued a K-1 to reflect the profits and losses of the business as of that date. You would want a buy and sale agreement which sets forth the terms of the sale and the specific representations you are making as seller about the condition of the business. Your lease may require the landlord to approve the transfer of title. You may also have to get approval from your vendors to keep your credit lines and relationship in place for the new owner. You would need to review your vendor agreements in that regard. If you are leasing any assets you will have to review your leases to see if you need lessor approval to the change in ownership. Obviously if you have personally guaranteed any obligations of the LLC you would like to be released from the guaranty.

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