There is a real disadvantage the seller in not being able to set up a new depreciable base based on the new purchase price you are paying for the business. This article highlights the advantages and disadvantages of each.Advantages of an Asset Sale. It's easier to sell a business if you are in a strong financial positionwith healthy cash flow and low debt levels. Asset sales and equity sales offer unique advantages and disadvantages that must be carefully considered when deciding to sell a business. If you are unable to file electronically, please call our office at (510) 272-3848 and a BPS will be mailed to you. In an asset sale, the seller may face double taxation. Intangible assets may be subject to capital gains tax. The drawbacks for a seller mainly center around taxes. The advantages of having a well drafted buy-sell agreement in place outweigh any disadvantages that might be encountered.