TSPS MAY 2025 FINAL - Flipbook - Page 20
INSURANCE
CONSIDERATIONS WHEN
BUYING, SELLING, RETIRING
U
nderstanding the different purchase structures, insurance implications, and proper due diligence can signi昀椀cantly impact the success of the transition.
responsibility for any claims that arise from work performed before the purchase.
ASSET PURCHASE
PURCHASE STRUCTURE OPTIONS
There are two primary ways to structure the purchase of a surveying 昀椀rm, each with signi昀椀cant implications:
STOCK PURCHASE
Most surveying 昀椀rm acquisitions are structured as asset purchases. In this arrangement, the buyer purchases only physical assets,
typically including the customer list and goodwill. The seller retains responsibility for liabilities incurred prior to the sale. This
structure usually requires a company name change, even if slight
(e.g., “XYZ, Inc.” might become “XYZ, LLC”).
In a stock purchase, the buyer acquires the entire company as it
currently exists. The business continues to operate
under the same legal entity (e.g., “XYZ, Inc.” remains “XYZ, Inc.”). The critical insurance considerGINA O’HARA AND
CASSIE DOOLITTLE,
ation is that the buyer assumes all of the compaAnco Insurance
ny’s liabilities along with its assets. This means
18 THE TEXAS SURVEYOR May 2025
INSURANCE CONSIDERATIONS
PROFESSIONAL LIABILITY INSURANCE
For surveying 昀椀rms, professional liability (errors and
omissions) insurance is particularly important due to
