Securities Exchange Act: Federal law governing securities transactions, required for consideration if the assets being purchased/sold include securities or if the transaction itself involves securities
Hart-Scott-Rodino Antitrust Improvements Act: Federal antitrust legislation requiring review and reporting of large transactions to prevent monopolistic practices
Internal Revenue Code: Federal tax regulations governing the tax implications and treatment of asset sales and purchases
Uniform Commercial Code Article 2: Governs the sale of goods across states, providing framework for commercial transactions
Federal IP Laws: Laws governing patents, trademarks, and copyrights that may be included in asset transfers
WARN Act: Worker Adjustment and Retraining Notification Act - required if employment transfers are part of the asset purchase
State UCC Provisions: State-specific implementations of the Uniform Commercial Code that may vary by jurisdiction
State Corporate Laws: State-specific regulations governing corporate transactions and entity operations
State Contract Laws: State-specific rules governing contract formation, enforcement, and interpretation
State Bulk Sales Laws: State regulations governing the sale of business assets in bulk to protect creditors
State Tax Laws: State-specific tax regulations affecting asset transfers and sales
State Employment Laws: State-specific regulations governing employment relationships and transfer of employees
SEC Regulations: Securities and Exchange Commission rules governing securities transactions and public company obligations
FTC/DOJ Antitrust Regulations: Federal Trade Commission and Department of Justice guidelines on competition and antitrust matters
Environmental Regulations: Federal and state environmental laws affecting property transfers and liability
OSHA Regulations: Occupational Safety and Health Administration rules affecting workplace safety and compliance
Due Diligence Requirements: Legal standards for investigation and verification of assets and liabilities
Assignment and Novation Rules: Legal principles governing the transfer of contracts and obligations to new parties
Successor Liability Principles: Legal doctrine determining when an asset purchaser may be responsible for seller's liabilities
Fraudulent Transfer Laws: Regulations preventing transfers made to defraud creditors or made without adequate consideration
Bankruptcy Laws: Federal and state regulations governing transactions involving insolvent parties or bankruptcy proceedings
