If you are looking into buying or selling a business, it can only be done in one of two ways:
1) To buy or sell the assets of the business
2) To buy or sell the shares of the company that owns the business assets
Generally, a purchaser wants to buy assets as this would provide a higher cost base to take greater depreciation against future income. Alternatively, a seller would prefer to sell shares in order to avoid the recapture of depreciation and to possibly obtain a capital gain exemption on the sale if it is a “Qualifying Small Business Corporation”.
Sometimes, both the buyer and the sellers’ objectives can be met with the use of a “Hybrid Transaction”. Such a transaction needs to be planned for and you should consult with your advisor if this option is appropriate for your objectives.