A guide to planning for and executing an asset transfer
Last updated: July 19th, 2023
All acquisitions on Acquire.com are asset acquisitions.
When you sign an asset purchase agreement (APA) for the sale of your company, you then need to transfer those assets to the buyer.
That process isn't always simple – especially if your business is large or complex – but with a little preparation, you can make the transfer as smooth as butter.
This article will take you through an asset plan that covers:
- verifying asset ownership,
- what assets you'll transfer,
- how you'll transfer them, and
- when you'll transfer them.
1. BEFORE signing the APA
Businesses can accumulate a lot of different assets over their lifetimes. Identifying those assets and verifying your business owns them is the first step in an asset transfer. You need to determine that the assets are legally yours before transferring them to someone else.
Do you, the seller, own each asset? Does a contractor or a third party? What about employees who build things on company time using company resources? What about employees themselves? And customers?
Some documents to have on hand when negotiating with buyers include:
- A business registration certificate
- Vendor licenses
- Proof of domain ownership
- Employee contracts
- Contractor agreements
For the employee contracts, talk with your team and the buyer about whether they’ll be entering new contracts when the business switches ownership.
The same goes for contractors – see if they’ll stay on, but also confirm if they signed agreements relinquishing the rights to any intellectual property (IP) they created. Some contractors might ask for a proportional payment for sold assets that included their IP.
2. DURING the APA drafting process
If you and the buyer use our free APA builder, it’ll pull through the assets from your listing automatically. Your buyer can also add or remove assets depending on what you've agreed.
Include as few or as many assets as you want, but some common ones include:
- Various pieces of intellectual property (IP)
- Websites and domain names
- Internal processes and manuals
- Customer email lists and data
- Social media and advertising accounts
- Employment contracts
- Product stock
- Vendor contracts
If you’re selling intellectual property (IP), ensure your APA includes an Intellectual Property Assignment Agreement to transfer all the IP rights to the buyer. Our APA builder adds this agreement automatically as part of the finished legal document.
3. AFTER signing the APA
Now it's time to outline the practical steps you'll take to transfer your assets.
Draft an asset transfer plan that:
- Lists the assets to transfer
- Names the transferring party (you)
- Names the destination (the buyer or acquiring company’s legal name)
- Lists each asset and the date by which they must be transferred
- Lists each asset and how specifically you will transfer them
If you want some help, start with our free asset transfer plan template.
Now you're ready to transfer your assets!
But wait – ensure you use escrow to complete the exchange of assets and cash. Escrow is free on Acquire.com (through Escrow.com) and protects you and the buyer from fraud.
Here's a brief summary of the escrow process.
Only start transferring your assets once Escrow.com has verified the buyer's funds.
- The buyer deposits acquisition funds on Escrow.com.
- Once you’ve received notification that the buyer has transferred their funds, send your assets as described in the APA.
- The buyer reviews the assets and approves the release of funds on Escrow.com.
- You receive your funds from Escrow.com.
And that’s it! Once the escrow process concludes, your startup got Acquire'd.
Transferring assets with Acquire.com founder, Andrew Gazdecki
- How to Safely Transfer Your Assets in an Online Business Acquisition (Includes Free Template) (acquire.com)
- Transfer of Assets Agreement for SaaS Acquisitions Guide (acquire.com)
- Close Complex Deal Structures Safely and Easily With Our Escrow Builder (acquire.com)