GUIDE
Selling a company in New Jersey
New Jersey asset sales can trigger a bulk-sale notice to the Division of Taxation. This page is not tax advice.
Bulk sale notice is the buyer's filing
The New Jersey Division of Taxation describes a bulk sale as a sale, transfer, or assignment of business assets, in whole or in part, outside the ordinary course of business. Assets can include inventory, real property tied to the business, and intangibles such as goodwill. Ordinary retail sales to customers are not bulk sales.
The Division says the purchaser notifies the state. Form C-9600, with a copy of the contract, is due at least 10 business days before closing, by registered, certified, or overnight mail. The Division's page states that a late or incomplete notice can leave the purchaser exposed to the seller's state tax obligations. Confirm the current form and deadline on the Division's site. This page is not tax or legal advice, and We do not prepare the filing.
The business and the building are often separate
Many New Jersey companies occupy leased space or own a building that a buyer does not want. Decide whether real estate is in the deal before you talk about one blended price. County pages on this site describe how the local mix of industry differs. They do not list offices, because We do not publish a local office.
A preliminary range is still not an appraisal and not a New Jersey transfer-tax opinion.
Questions
Does every New Jersey sale need Form C-9600?
The Division's rule is aimed at asset transfers outside the ordinary course of business. A stock sale or a different structure can be treated differently. Ask a tax adviser before you rely on a website.
Will we file the notice?
No. The purchaser or the purchaser's attorney files it, according to the Division.