When selling a business in Ireland, there are two main ways to structure the deal: an asset sale or a share sale. Each has different implications for the buyer and the seller.
| Aspect | Asset Sale | Share Sale |
| What is Sold? | Individual assets of the company (e.g. property, equipment, goodwill, stock). | The shares in the company itself (buyer takes over the company “as is”). |
| Ownership Outcome | Seller keeps the company; only specified assets/liabilities transfer to the buyer. | Buyer becomes the owner of the entire company, including all assets & associated liabilities. |
| Buyer’s Perspective | Can “pick and choose” assets and liabilities. | Inherits all assets and liabilities (known and unknown). |
| Seller’s Perspective | May retain unwanted or wanted assets/ unwanted liabilities. | A cleaner exit that can potentially be more tax-efficient. |
| Complexity | Requires individual transfers of assets, contracts, licences, etc. | Shares transfer in a single transaction; generally less complex in form but broader in effect. |
For more information please contact James Tansey or Niamh Gibney.
The content of this article is provided for information purposes only and does not constitute legal or other advice.
