Q: Who is the owner of accounting data for a business after a business sale?
We sold the business and we have a hard time on getting access to the accounting data for the past years, when we were in charge of the business. Please let me know our rights in this case, as accounting was done through QuickBooks online and new owners took over the existing data.
A: I assume there was a contract prepared for the sale of the business. You should first look to the contract to see whether there is a specific carve out for pre-sale accounting information and who would be the owner or at least have access to it. Your relationship with the purchaser is contractual in nature, thus, the terms of the relationship should be contained in the contract. If you have the contract, you should probably have an attorney review it for you to better advise you. If the terms of the prior accounting is not in the contract, your attorney could do some legal research on the topic, but I would suspect that the accounting would not belong to the new purchaser.
A: As a general rule, there are two "concepts" to review .. one is to review the actual written agreement ... and the other is called the "origin of the right" rule, which in this case hints that each party has a "right" to information as it "originated" under their ownership ... the next step is for you to speak, by video call, to at least two attorneys of your choice in a 30-minute initial free consultation ...
In general, ownership of accounting data for a business after a sale depends on the terms of the sale agreement. If the sale agreement specifically addresses the ownership and transfer of accounting data, then the terms of the agreement will dictate who owns the data. If the sale agreement is silent on this issue, then the general principle is that the seller retains ownership of the accounting data.
However, the new owner may have a right to access the accounting data for legitimate business purposes, such as tax or audit purposes. In such cases, the new owner should be granted access to the accounting data to the extent necessary to carry out those purposes.
It's important to review the sale agreement and consult with an attorney to determine your rights and obligations with respect to the accounting data.
Justia Ask a Lawyer is a forum for consumers to get answers to basic legal questions. Any information sent through Justia Ask a Lawyer is not secure and is done so on a non-confidential basis only.
The use of this website to ask questions or receive answers does not create an attorney–client relationship between you and Justia, or between you and any attorney who receives your information or responds to your questions, nor is it intended to create such a relationship. Additionally, no responses on this forum constitute legal advice, which must be tailored to the specific circumstances of each case. You should not act upon information provided in Justia Ask a Lawyer without seeking professional counsel from an attorney admitted or authorized to practice in your jurisdiction. Justia assumes no responsibility to any person who relies on information contained on or received through this site and disclaims all liability in respect to such information.
Justia cannot guarantee that the information on this website (including any legal information provided by an attorney through this service) is accurate, complete, or up-to-date. While we intend to make every attempt to keep the information on this site current, the owners of and contributors to this site make no claims, promises or guarantees about the accuracy, completeness or adequacy of the information contained in or linked to from this site.