The Bulk Sales Law (N.J.S.A. 54:50-38) protects purchasers from inheriting a tax debt from the seller of business assets when the sale is outside the normal course of business. Bulk sales include the sale of real property, tangible property such as inventory or materials and intangible assets like goodwill. However, this seemingly straight-forward statute presents many issues, including determining whether an entity is a business, whether something should be characterized as a business asset and what type and amount of tax that needs to be collected. It is the purchaser’s responsibility to notify the State of a bulk sale. If you are a purchaser of a property that falls under the Bulk Sales law, it is important that you know what you need to do to protect yourself and your company.
