Flashcards: Mastering Business Goodwill and Commercial Leases — 24 cartões

Goodwill — definition?

Intangible asset arising from business acquisition for premium value.

Goodwill components?

Brand name, customer base, relations, patents, proprietary tech.

Goodwill in balance sheet?

Found in assets section as an intangible asset.

Goodwill calculation?

Average profits multiplied by estimated years of usefulness.

Average profit — adjustment?

Deduct abnormal profits/losses, non-operating income.

Goodwill value factors?

Customer relationships, protected IP, location, cash flow.

Goodwill impairment?

Reduction in recorded goodwill when asset value declines.

Trademarks — role?

Enhance brand recognition and contribute to goodwill.

Trade secrets — contribution?

Provide competitive advantage, add to intangible assets.

Examples of intangible assets?

Reputation, domain names, customer lists, patents, licenses.

Legal nature of goodwill?

Considered property, varies by jurisdiction; cannot exist independently.

Stock sale vs asset sale?

Stock: transfer of shares; Asset: transfer of individual assets.

Tax in stock sale?

Usually capital gains tax; may be lower.

Liability in stock sale?

Liability transfers with stock; can be higher for buyer.

Commercial lease — definition?

Contract to use property for a period without ownership.

Lease term?

Duration of the lease, often negotiable and renewable.

Critical lease terms?

Rent, length, renewal options, build outs, maintenance.

French commercial lease duration?

Minimum nine years, can be extended; written recommended.

Rent determination in France?

Must be fixed or determinable, serious, not symbolic.

Lease renewal rights?

Tenant can request renewal; landlord not obliged to renew.

Subletting conditions?

Requires landlord approval and tenant notification.

Lease termination?

Mutual agreement, expiry, legal issues, or breach.

Goodwill — legal property?

Attached inseparably to business, cannot be sold separately.

Goodwill — can it exist alone?

No, it cannot exist independently from the business.