By Alex Lubyansky Managing Partner Last updated
Acquisition Stars advises buyers and sellers on home services acquisition attorney matters across New York.
Serving clients across New York.
Request Engagement AssessmentAcquisition Stars advises buyers and sellers on home services acquisition attorney matters across New York. Alex Lubyansky leads every engagement, and has been M&A counsel since 2013 across transactions of varying complexity, from lower-middle-market deals to multi-party structures.
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 three-pronged reasonableness test
Enforceable if reasonable in scope, duration (typically 1-2 years), and geographic area. Courts apply a three-pronged reasonableness test from the BDO Seidman line of cases. Non-competes must protect a legitimate business interest such as trade secrets or client relationships, must not impose an undue hardship, and must not be harmful to the public. Courts will partially enforce (blue-pencil) overbroad covenants.
New York imposes a corporate franchise tax with rates up to 7.25% on business income, plus alternative bases (capital, fixed dollar minimum). The state requires combined reporting for unitary groups. New York City imposes its own General Corporation Tax (8.85%) and Unincorporated Business Tax (4%) on businesses operating within the five boroughs.
Entity mergers and conversions require filing with the New York Department of State. Tax clearance certificates are required for asset purchases (Form AU-196.10). New York City requires separate business filings for city-level taxes. Foreign entities must obtain authority to do business.
New York repealed its Bulk Sales Act (UCC Article 6), but buyers face successor liability risk under state tax law. The Department of Taxation and Finance can hold acquirers liable for a seller's unpaid taxes if proper tax clearance certificates (Form AU-196.10) are not obtained before closing.
Acquisition Stars handles M&A transactions for New York clients and works with securities counsel on securities matters. Alex Lubyansky leads every M&A engagement.
Alex Lubyansky leads every home services m&a legal services engagement, with an associate supporting the work.
M&A counsel since 2013. 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
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