In the second part of their discussion, Neil Shah and Rob Projansky take a closer look at what happens when a Section 4204 transaction doesn’t go as planned. Together, they explore how courts interpret the statute’s requirements, the risks that arise when parties miss key steps, and the potential consequences for both buyers and sellers. They also discuss practical strategies for managing these risks, how staged transactions can complicate the analysis, and why parties may choose not to rely on Section 4204 in certain situations.