Under the Maryland bulk sale statute, the purchaser of a business has a dual duty to first notify the seller’s creditors of the upcoming sale, and second, to ensure that any creditors of the seller are paid out of the proceeds of the sale. The purchaser must send out written notices to the seller’s creditors at least ten days prior to closing. A purchaser’s duty to ensure creditors are paid extends thirty days from the date notices are sent. In a transaction where the bulk sale statute is applicable, if the purchaser does not elect to withhold some of the purchase price at closing to cover seller’s debts, it may have unintended transferee/successor liability. MD Code, Commercial Law, §6-101 – §6-110



