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Say you have company A. They are being bought by company B, are there legal ways to permit company B to buy A but not permit B to own assets that company A had originally owned?

Or in selling company A to B permit wholesale pundering on B part when they buy A?

If there is no place on this website for this question please let me know.

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    Why would somebody buy a company if they weren't also acquiring the assets? And if B has bought A entirely, there is no "plundering" - they literally own it, it is theirs to take or use however they want.
    – user4657
    Oct 4, 2019 at 21:24
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    "Say you have company A. They are being bought by company B". Did you mean "Say you sell company A to company B". If you are the owner of A, you get to decide what you sell to B (unless you're personally bankrupt, but that's very much an exception)
    – MSalters
    Oct 7, 2019 at 7:25
  • @Nij so your objection to this question is my use of wording. Nov 20, 2019 at 14:15
  • My objection is that the question makes no sense. You can't steal something that you own - and if you steal it, by definition it wasn't yours in the first place, so who did own it.
    – user4657
    Nov 21, 2019 at 0:48

2 Answers 2

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When you buy a company you acquire all its assets and liabilities

If the vendor wishes to retain some assets they need to buy them from the company; before, at the time of, or after the sale.

The value of a company is its assets less its liabilities plus the present value of its future cash flows all adjusted for risk. If the company owns a fleet of motor vehicles then their market value is part of the assets (and any finance on them is part of the liabilities). If the managing director wants to keep their company car then they need to have it transferred to them and it won’t factor into the valuation

That said, its usually only public companies (or large private companies on the verge of going public) that are bought. Because private companies have variable levels of management skill, there could be contingent liabilities no one knows about and a new owner is unlikely to want to take these on. Private companies usually sell their assets (including the “business”) to insulate the new owner.

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    "usually only public companies that are bought" absolutely not the case. Private companies buy other private companies and public companies buy private companies all the time. Facebook buys Instagram, Google buys YouTube and many etc. Oct 5, 2019 at 22:39
  • @GeorgeWhite all the companies you named are public. When Joe buys Jim's Plumbing Pty Ltd, Joe will usually form a new company (Jims Plumbing (No 2) Pty Ltd for example) and buy the assets from Jim's Plumbing Pty Ltd.
    – Dale M
    Oct 5, 2019 at 22:58
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    The target companies were not public, just prominent. On July 27, 2006 2:38 p.m. ET YouTube's CEO said it would be exciting to go public. In October 2016 Google bought them - they did not have a public offering in between those dates. Instagram was also private. Being large is not the same as being public and being acquired by a larger company is an alternative to going public. . I agree that sometimes a company's assets are purchased rather than the corporation and, alternatively, sometimes a corporation does buy another corporation. I sold a private corporation to Intel, it is not rare. Oct 6, 2019 at 0:43
  • This is a minor side issue - I upvoted your generally very good answer. Oct 6, 2019 at 0:45
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If you own a company, and want to sell it but keep certain assets, you put that into the sales contract. Obviously the more assets you want to keep, the less money you will get for the rest.

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    Correct me if I'm wrong but would you not have to make a private sale of company assets before you sold the company? And one should probably take legal advice before selling company assets at discounted prices to yourself.
    – richardb
    Oct 5, 2019 at 11:58
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    Technically the assets couldn’t be kept in the company - they would need to be transferred out in some way.
    – Dale M
    Oct 5, 2019 at 21:45

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