The two most common ways to transfer ownership of a business are a stock sale and an asset purchase. The buyer in an asset sale acquires only the physical assets of the business and none of the liabilities.The sale of a business usually is not a sale of one asset. Instead, all the assets of the business are sold. However, Stock sales are not subject to sales taxes. An asset sale is the purchase of individual assets and liabilities, whereas a stock sale is the purchase of the owner's shares of a corporation. In an asset sale, the new owner purchases the business's physical assets. The seller retains all rights to the legal entity. The taxes on the sale of your business will depend on the transaction type and structure as well as the company's assets, price allocation, and balance sheet. Many Buyers will require that a sale be structured as an Asset Purchase in order to avoid responsibility for prior liabilities or expenses of the business.