What to Know About Asset vs. Entity Sales in RollMaster
When selling your flooring business, you’ll need to decide how your RollMaster system will transfer to the new owner. This article explains your options and the steps involved.
1. Asset Sale vs. Entity Sale – What’s the Difference?
Entity Sale - An entity (or stock) sale involves buying the entire company, including all assets, liabilities, and legal history. Entity sales are often favored by sellers for tax efficiency and simplicity.
- The buyer purchases the entire company (legal entity).
- Your RollMaster database continues exactly as-is.
- We recommend the creation of a copy of your database for historical or tax use purposes.
Asset Sale - An asset sale involves purchasing specific business assets (tangible/intangible) while the seller retains the legal entity. This leaves liabilities with the seller, allowing the buyer to "step up" the tax basis for depreciation. Asset sales are preferred by buyers for risk reduction
- The buyer purchases only selected business assets.
- A full database copy is required.
- The buyer typically continues on the existing system.
- The seller receives a copy for historical purposes.
2. Important Note About Database Transfers
RollMaster cannot selectively transfer only certain data (AR, AP, inventory, WIP, a single Branch, etc.). To maintain system integrity, we copy the entire database. Any assets not purchased by the buyer must be managed manually afterward.
Why We Copy the Entire Database
- Provides a clean historical snapshot for the seller
- Allows buyer to continue business without re‑building a system
- Ensures transactions remain intact
- Avoids data corruption or mismatched activity
- A copy of the historical data can be given to the buyer as well, with permission.
3. Before the Copy
The Seller will want to do as much clean up as possible to hand get the software where it needs to be. What specifically needs done will depend on the type of sale and what modules and add-ons you use.
- Closing Jobs
- Updating AR/ AP
- Export Open Job listing including closed Jobs for the last 7 years, in 1-1.5 year increments.
- Journal any final numbers to zero in areas that are being sold
- Let Support know the exact day and time that business ownership will be transferred.
The Buyer will want to put in motion any changes or application processes for add-ons and integrations they will be using
- B2B credential changes
- Payment Processor application
- Signing up for any necessary training
4. What Happens After the Copy?
The Buyer may choose to:
- Begin using RollMaster immediately
- Set up new accounting (if needed)
- Update bank accounts, integrations, and credentials
- Your CPA will later provide opening JE aligned with subledgers
The Seller will be given access to the History account for:
- Final AR/AP posting
- Tax preparation
- Bookkeeping close-out
- Historical records
5. What Support Does RollMaster Provide?
We will:
- Meet with you to understand your sale type
- Advise on the transition
- Copy your full database
- Provide guidance on next steps
- Provide hourly consulting as a paid service
We do not:
- Perform selective asset transfers
- Clean up AR/AP/Inventory/WIP on your behalf
- Decide which assets should or should not transfer