A taxable asset purchase allows the buyer to "step up," or increase, the tax basis of the acquired assets to reflect the purchase price. Buying, selling, or setting up a business can be a rewarding endeavor and the attorneys at MMC can assist.Below is a general due diligence checklist with the first 8 of 16 items to cover your bases in a business or asset purchase transaction. Generally an asset sale is better because it limits your exposure because the seller's liabilities remain with the seller and do not carryover. Both the seller and purchaser of a group of assets that makes up a trade or business must use Form 8594 to report such a sale.