March 11, 2010Client Alert

Wisconsin Bulk Sales Law Repealed

The bulk sales notice requirements have been repealed in Wisconsin.

A “bulk transfer” is a transfer in bulk and outside the ordinary course of the seller’s business of a major part of its inventory value. Until February 19, 2010, Wisconsin law required, in connection with most bulk transfers, that the buyer send a notice to seller’s creditors of the impending sale, and whether those creditors would be paid in full as a result of the transaction. Failure to comply with the notice requirements could result in the seller’s creditors having a claim against the assets sold.

The 2009 Wisconsin Act 110 repealed the Article 6 bulk sales provisions of the Wisconsin Uniform Commercial Code (“UCC”). Wisconsin joins at least 45 other states who have repealed these notice requirements. Many states have concluded that the substantial cost of compliance with bulk sales requirements, including delays in closing legitimate business deals, and the alternative protections available to creditors outside of original UCC Article 6, justified the repeal of bulk sales notice requirements.

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