Mergers & Acquisitions

Asset Sale vs. Stock Sale in Los Angeles: Choosing Structure That Reduces Risk

July 24, 2026 | Christopher G. Addy

In most mergers and acquisitions, buyers choose between acquiring the target company’s assets or purchasing its stock. Each approach carries different implications for liability exposure, contract rights, tax treatment, and post-closing integration. Business owners and executives evaluating an acquisition should understand these distinctions before negotiating transaction terms.

Structure Law Group, LLP Los Angeles M&A attorneys advise buyers, sellers, founders, and investors on mergers and acquisitions throughout Los Angeles and California. The following overview examines key differences between asset purchases and stock purchases, including considerations that may influence risk allocation between the parties.

What Are the Differences Between an Asset Sale and a Stock Sale?

Texas Mergers and Acquisitions: Understanding the Difference

January 16, 2026 | Structure Law Group, LLP

As businesses in Texas grow, many consider mergers or acquisitions to scale up their operations. While these terms are frequently used together, they represent different legal processes. Understanding the distinction between a merger and an acquisition is crucial for any business, as each has its benefits and potential pitfalls. This knowledge helps make informed decisions on appropriately utilizing them for business growth.

Mergers

A merger occurs when two (or more) companies reach a mutual agreement to create a new legal entity that combines all parties’ assets, liabilities, and business operations. The post-merger entity often uses a different name than the pre-merger companies, even if it is just a combination of their names. For example, one of the most notable mergers in Texas history was that of Exxon Corporation and Mobil Corporation, which formed ExxonMobil in 1998. At the time, it was the largest merger in U.S. history.

Letter of Intent for Mergers and Acquisitions

December 5, 2025 | Structure Law Group, LLP

A key step in any Texas mergers and acquisitions (M&A) transaction is signing a letter of intent (LOI). The LOI outlines the primary terms agreed upon for the proposed deal and serves as a roadmap for conducting due diligence and progressing toward a final purchase agreement and closing. The experienced Texas M&A attorneys at Structure Law Group can guide and represent you, whether you’re a buyer or seller, to ensure your best interests are thoroughly protected during LOI negotiations.

Is a Letter of Intent Binding?

In most cases, the LOI is non-binding except for a few provisions. This is because the signing of a LOI generally occurs before the buyer has a chance to conduct due diligence. So, the buyer must rely almost exclusively on the seller’s representations about the condition of its business. Few buyers would bind themselves to a binding agreement–especially with regard to a purchase price–until they have had the chance to verify these representations for themselves.

How Do I Get a DBA in Texas?

November 14, 2025 | Structure Law Group, LLP

Many Texas businesses used an assumed name or alias, also known as “doing business as” or DBA. For example, let’s say that a woman named Rebecca Franklin decides to open a bakery. She elects to run her business as a sole proprietorship, meaning she does not create a separate legal entity to run her business.

By default, Texas law assumes that Rebecca does business under her name, i.e., “Rebecca Franklin.” Since she may instead wish to have a brand name that sounds more professional, Rebecca files a DBA to use the alias “Rebecca’s Bakery” as an alias for the business. Keep in mind that Rebecca is still a sole proprietor. The DBA name is simply an alias tied to that sole proprietorship.

Texas does not restrict assumed names to sole proprietors, however. Any person or legal entity conducting business in the state may use a DBA. But certain procedures must be followed. The experienced Texas start-ups and financial lawyers at Structure Law Group can advise you on the best legal practices for naming your business and ensuring your startup is branded correctly to compete in the market.

How to Set Up Your Merger for Success

October 31, 2025 | Structure Law Group, LLP

Mergers offer many Texas businesses the ability to quickly expand their operations. But mergers are also a complex undertaking, even when the companies involved may still be relatively small in size and scope. That is why it is always important to work with an experienced Texas mergers and acquisitions lawyer who can guide you through these transactions. The team at Structure Law Group represents clients in M&A deals at all levels and values, and we can help to ensure that your Texas merger is a success.

While every Texas merger presents its own unique challenges, here are a few basic principles to keep in mind when planning for a successful deal:

Make Sure Your Business Is Ready

How to Conduct Due Diligence Before Buying a Business

September 19, 2025 | Structure Law Group, LLP

Conducting due diligence is a crucial step in any merger or acquisition deal. After making and accepting an offer, the buyer must verify essential information about the seller’s business — a process known as due diligence. The experienced Texas merger and acquisition attorneys at Structure Law Group will guide you through every stage of this process to set your deal up for success.

What Information Do You Need to Review?

In most M&A agreements, due diligence is required as a condition of the buyer’s offer. This is important because if a problem is uncovered, the contract will provide a clear path to resolving the issue or allowing the buyer to back out of the deal. Both parties should avoid closing a deal without conducting due diligence, as it could lead to serious issues arising when it’s too late to address them.

The Role of a Texas Business Attorney in a Corporate Merger

August 15, 2025 | Structure Law Group, LLP

Corporate acquisitions are rarely simple. Any merger requires careful pre-planning on both sides. And even where there is eagerness to conclude an M&A deal quickly, several steps must be followed to ensure a successful outcome for all parties involved.

At Structure Law Group, our Texas mergers and acquisitions attorneys can assist your business at every stage of a corporate merger. Whether you want to acquire or be acquired, our legal team has the knowledge and specialized skills to guide you through the M&A process. Indeed, an experienced Texas business attorney plays several key roles in preparing, negotiating, and completing a corporate merger. Here are just a few examples:

Performing Due Diligence

Business Attorney or AI?

August 8, 2025 | Structure Law Group, LLP

John Roberts, Jr., the United States chief justice, used a report on the federal judiciary to comment on the growing role of artificial intelligence (AI) in the legal profession. Roberts noted, “Proponents of AI tout its potential to increase access to justice, particularly for litigants with limited resources.”. The Chief Justice agreed that “[m]any AI applications indisputably assist the judicial system” in helping courts to resolve disputes.

Roberts also predicted that “human judges will be around for a while.” Similarly, while online chatbots may seem like a convenient alternative to hiring an attorney, the team at Structure Law Group encourages you to carefully evaluate your overall legal needs before relying solely technology.

What AI Is–and Is Not

Due Diligence on an M&A Deal

July 18, 2025 | Structure Law Group, LLP

A merger or acquisition is one of the most complex transactions that a Texas business–or, in this case, multiple Texas businesses–can enter into. There is no such thing as an “impulse buy” when it comes to M&A. Both sides need to perform “due diligence” before closing a final deal.

Mistakes during the due diligence process can lead to significant problems for all parties involved. That is why working with an experienced Texas mergers and acquisitions attorney is essential. The team at Structure Law Group can help protect your company’s interest while negotiating a deal and performing the necessary due diligence to help you avoid potential lawsuits down the line.

What Is “Due Diligence”?

Unusual Corporate Practices and Their Legal Implications

November 22, 2024 | Priyanka Talukdar, Esq.

1. Some corporations undertake extreme Corporate Social Responsibility (“CSR”) initiatives, such as pledging to donate a significant portion of their profits to social causes or implementing radical environmental sustainability measures. While these practices can enhance a business’s reputation, they are not always without legal and financial risks.

Legal Implications:

Fiduciary Duty: Companies must balance their CSR goals with their fiduciary duties to shareholders. Excessive spending on CSR initiatives could lead to legal challenges if shareholders believe it adversely affects their returns.