From which business form cannot "Good Will" transfer?

Goodwill is an intangible asset that represents the value of a company’s reputation, customer relationships, and overall brand. It reflects the ability of a business to generate income beyond what can be accounted for by its tangible assets. In the context of business structures, goodwill can typically be transferred when a business is sold.

In the case of sole proprietorships, the business is inseparably tied to the individual owner. When a sole proprietor sells their business, the goodwill associated with that business does have value and can be considered an asset; however, it cannot be transferred independently of the owner. The new owner essentially has to start afresh with the business name and reputation, as it is not a separate legal entity like other business structures. In contrast, C corporations, S corporations, and LLCs are separate legal entities, which allows them to own and transfer goodwill as part of the business assets without being tied to an individual.

Thus, a sole proprietorship's goodwill cannot be transferred in the same way as it can for corporations and LLCs, where the business continues to exist independently of its owners.