Buying a business
Warning: Don’t pay the seller until you contact the Tax Department. We’ll check to see if the seller owes any taxes. If you don’t contact us and wait for our reply, you may have to pay the seller’s tax debts.
  1. At least 10 days before you plan to pay for the business or any assets of a business, or take over the business (whichever comes first), complete and send to the Tax Department Form AU-196.10, Notification of Sale, Transfer, or Assignment in Bulk.
     
    • We’ll check to see if the seller owes us any sales tax or is under audit.
    • If the seller does not owe any unpaid sales taxes and if an additional review or audit is not necessary, we’ll send you a sales tax release on Form AU-197.1, Purchaser’s and/or Escrow Agent’s Release — Bulk Sale. You can go ahead and pay the seller, and take over the business.
    • If the seller owes sales tax, is scheduled for a review, or is under audit, we’ll send you Form AU-196.2, Notice of Claim to Purchaser. Don’t pay the seller until we notify you that the taxes have been paid. You may wish to consult a tax professional.
    • For more information or help:
  2. At least 20 days before you acquire all or part of an existing business that will require a sales tax Certificate of Authority, you must apply for a new certificate. See Register as a sales tax vendor to register.  
       
  3. If the business you are buying includes business assets such as furniture or office equipment, you must pay sales tax on them.
     
  4. If you’re acquiring real property (such as a deed or a lease) as part of your business purchase, you may have to pay a real estate transfer tax if the seller does not pay it. See the instructions for Form TP-584, Combined Real Estate Transfer Tax Return.
     
  5. Licenses and registrations: Most licenses and registrations held by the previous owner can’t be transferred to you. You’ll need to apply for new ones.

For more detailed information about starting or buying a small business, see Publication 20, New York State Tax Guide for New Businesses.
 

Updated: August 27, 2013