Successor Liability in Business Transactions



  • Available Until 2/28/2022
  • Next Class Time 1:00 PM ET
  • Duration 60 min.
  • Format MP3 Download
  • Program Code 02272020
  • Activity Code:   215562
  • MCLE Credits 1 hour(s)

Course Price: $75.00


It’s axiomatic that the sale of an asset does not carry with it the seller’s liabilities apart from any liability that may attach to the asset itself, such a lien. But there are substantial exceptions to this rule. In many instances, the asset buyer becomes liable, by operation of law, for the seller’s assets. If this liability arises, it can easily undo the basic economic assumptions of the parties entering the transaction. This program will provide you with a real world guide to identifying the risks of successor liability in transactions, including liability under common and statutory law, bankruptcy law, and discuss drafting techniques to reduce the risk of successor liability.

  • Fact patterns giving rise to successor liability – business continuation, fraud, product line continuation, and more
  • Buyer liability at UCC Article 9 foreclosure sales
  • Successor liability under federal employment and environmental statutes and under state sales/use tax law
  • Drafting techniques to limit or eliminate the risk of liability



Bill Kelly is a founding member and managing partner of Kelly & Walker LLC with nearly 30 years’ experience in the areas of class action, commercial and employment litigation.  As national litigation counsel to several large companies, Bill has been lead trial counsel in over 18 states and U.S. territories.  Bill is an A/V Rated attorney in Martindale-Hubbell who has been listed as a Colorado Super Lawyer, a Top Lawyer in US News & World Report, and a leader in employment law by Chambers USA.  In a survey of Fortune 500 General Counsel, Bill has been named to BTI’s list of Client Service All Stars for 7 consecutive years.  Bill is a fellow of the Litigation Counsel of America Trial Lawyer’s Honor Society and a member of the International Association of Defense Counsel.