By Alex Lubyansky Managing Partner Last updated
Acquisition Stars advises buyers and sellers on dental practice attorney matters across Pennsylvania.
Serving clients across Pennsylvania. Alex Lubyansky on every engagement.
Request Engagement AssessmentAcquisition Stars advises buyers and sellers on dental practice attorney matters across Pennsylvania. Acquisition Stars helps clients with healthcare acquisitions and works with independent healthcare regulatory counsel on the regulatory work. An associate supports the M&A work. We tell you who would handle your matter before any introduction, and you decide whether to proceed. Pennsylvania enforces non-compete agreements under a reasonableness standard. Pennsylvania courts look closely at whether consideration was adequate, making non-competes signed mid-employment without additional consideration vulnerable to challenge. Whether you are acquiring a business, selling a company you have built, or navigating a complex transaction, the firm's approach is the same: senior M&A counsel leading the deal from the first draft through closing.
Share the basics. Alex reviews every inquiry and responds within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Enforceable with reasonableness test. Reformation available. Continued employment is sufficient consideration.
Enforceable under common law if reasonable. Pennsylvania courts apply a reasonableness test, requiring that the restriction protect a legitimate business interest, be reasonably limited in duration and geographic scope, and be supported by adequate consideration. Courts will modify (reform) overbroad covenants. Continued employment generally constitutes sufficient consideration for existing employees.
Pennsylvania imposes a 8.99% Corporate Net Income Tax (CNIT), among the highest in the nation, though it is being phased down under Act 53 of 2022 (to 4.99% by 2031). The state also imposes a Capital Stock/Foreign Franchise Tax that was phased out in 2016. Philadelphia imposes its own Business Income and Receipts Tax (BIRT). Pennsylvania uses single-factor sales apportionment.
Entity mergers and conversions must be filed with the Pennsylvania Department of State. Tax clearance certificates (from the Department of Revenue and Department of Labor & Industry) are required for asset purchases. Annual reports are required for foreign entities (decennial reports for domestic corporations).
Pennsylvania has repealed UCC Article 6 (Bulk Sales). However, Pennsylvania's Department of Revenue (72 P.S. Section 7240) requires buyers of business assets to withhold sufficient purchase price to cover the seller's unpaid taxes unless a tax clearance certificate is obtained. This is sometimes called the "Bulk Sale" provision even though UCC Article 6 was repealed.
Yes. Acquisition Stars is a nationwide M&A law firm. Alex Lubyansky leads the M&A side of engagements for clients in Pennsylvania directly, from deal strategy through closing. We work with clients in every major metro and smaller markets throughout the state.
Enforceable under common law if reasonable. Pennsylvania courts apply a reasonableness test, requiring that the restriction protect a legitimate business interest, be reasonably limited in duration and geographic scope, and be supported by adequate consideration. Courts will modify (reform) overbroad covenants. Continued employment generally constitutes sufficient consideration for existing employees.
Pennsylvania imposes a 8.99% Corporate Net Income Tax (CNIT), among the highest in the nation, though it is being phased down under Act 53 of 2022 (to 4.99% by 2031). The state also imposes a Capital Stock/Foreign Franchise Tax that was phased out in 2016. Philadelphia imposes its own Business Income and Receipts Tax (BIRT). Pennsylvania uses single-factor sales apportionment.
Pennsylvania has repealed UCC Article 6 (Bulk Sales). However, Pennsylvania's Department of Revenue (72 P.S. Section 7240) requires buyers of business assets to withhold sufficient purchase price to cover the seller's unpaid taxes unless a tax clearance certificate is obtained. This is sometimes called the "Bulk Sale" provision even though UCC Article 6 was repealed.
Look for an attorney with genuine transaction experience, not just corporate formation work. Verify that the attorney has handled deals similar in size and structure to yours. In Pennsylvania, confirm the attorney understands state-specific issues including Pennsylvania's non-compete framework, successor liability rules, and any industry-specific regulations. At Acquisition Stars, Alex Lubyansky leads the M&A side of the engagement and reviews every transaction document, and the firm works with independent healthcare regulatory counsel on the regulatory work.
Acquisition Stars handles M&A transactions for Pennsylvania clients and works with independent securities counsel on securities matters. Alex Lubyansky leads every M&A engagement.
Acquisition Stars helps clients with healthcare acquisitions and works with independent healthcare regulatory counsel on the regulatory work. An associate supports the M&A work.
15+ years of M&A experience. Nationwide practice. LOI through closing.
We review every transaction inquiry within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
LOI through closing. Nationwide. 15+ years of M&A experience.
Before you go
Talk through your transaction with Alex Lubyansky at no cost. Submit your transaction details and the team will confirm next steps.
Request Your Free ConsultationOr call (248) 266-2790