Recap and sale guides by state

Federal rules set the outline of a full sale or a majority recap. State rules add steps around taxes, notices and who may act as an intermediary. These guides cover five states, each rule linked to its source. They explain; they do not advise. Nothing here is tax, legal, accounting or investment advice. Talk to your CPA and attorney.

• TX
  Texas owners: what a majority recap means under Texas rules

  How the Texas securities rule treats control, and the Comptroller withholding rule on a sale.

• OH
  Ohio service-business owners: checks before a partial sale

  The Ohio sales tax final-return and withholding rule, and the questions to settle before a recap.

• IL
  Illinois owners: recap options and the state rules around them

  The Illinois M&A broker rule, business broker registration, and the 10-business-day bulk sale notice.

• PA
  Selling part of a Pennsylvania company: a recap primer

  Pennsylvania's bulk sale clearance, the Labor and Industry ten-day notice, and how control shapes a recap.

• MI
  Michigan service owners: a full sale or a majority recap?

  Michigan's final return and escrow rule, its M&A broker rule, and a full sale beside a majority recap.

New to recaps? Start with minority or majority recap: the one question is control, then take these questions to your CPA.