What is a Asset Sale?
An asset sale is when you buy the parts of a businessâthe things that make it workânot the legal company (the PTY/Ltd) itself.
Think of it as buying the brand, store, stock, and know-how, without taking over the sellerâs company shell with its old accounts, debts, or admin history.
What you typically buy in an asset sale:
Brand & IP: name, logos, trademarks, product designs, packaging files, photos, listings, domains, and social accounts (as specified).
Digital storefronts & content: websites, online store themes, product pages, copy, images.
Customer & supplier assets: vetted supplier lists, pricing, SKU sheets, key templates, selected customer lists (as permitted).
Inventory/stock & selected equipment: on-hand stock, samples, displays (if included).
Operating know-how: SOPs, onboarding guides, and a defined handover/support period (the exact length is set out in your Sale Agreement).
The precise list of assets is always detailed in your Asset Sale Agreement
and schedules.
What you typically do not buy:
The sellerâs PTY/Ltd (the legal entity itself).
Historic liabilities of that PTY: old debts, loans, tax exposures, or disputes.
The sellerâs bank accounts and historical bookkeeping records (beyond whatâs expressly listed).
Third-party contracts that cannot be assigned without consent (these are either re-signed with you or excluded).
Employees , unless your agreement explicitly provides for it and you choose to onboard them directly.
In short: Asset sale = clean start. Share sale = you step into the PTYâs shoes (and history).
Why Innovara uses asset sales:
Risk isolation: buyers donât inherit unknown liabilities of the sellerâs PTY.
Clarity: the agreement lists exactly what is included/excluded.
Scalability: easier to plug the business into your PTY, systems, and bank accounts.
What the buyer must set up (after an asset sale):
You will operate the purchased brand under your own PTY/Ltd (or sole prop/other structure).
Typical setup includes:
Opening your own bank account and merchant/payment gateways.
Setting up your tax/VAT and bookkeeping under your entity.
Re-signing marketplace, courier, supplier, and software accounts in your name (where required).
Updating policies, pricing, and logistics to match your operations.
Innovara provides a defined handover/support period to help you transition. Exact obligations and timelines are set out in your Asset Sale Agreement.
Common questions
Do I take on the sellerâs debts or tax issues? No. In an asset sale you acquire specified assets only. You donât take over the sellerâs PTY or its historic liabilities (unless your agreement explicitly says otherwise).
Do existing marketplace or supplier accounts automatically move to me? Not always. Some platforms require new accounts or formal assignment/consent. Your agreement will specify what transfers and what needs re-signing.
Will staff move across? Only if expressly agreed. Asset sales typically exclude employees; any new employment is set up by you.
Is VAT or other tax payable? Tax treatment depends on the assets and parties involved. Your agreement will clarify pricing and taxes. Always get independent tax advice.
Important notices (for your protection and ours)
Read before you buy: By using our website, purchasing a service, or signing a Sale Agreement, you confirm you have read and understood our Terms & Conditions, Policies, and the Asset Sale Agreement for your transaction.
Due diligence: You acknowledge you have conducted your own due diligence and obtained any advice you require before committing.
Agreement prevails: If thereâs any conflict, the signed Asset Sale Agreement governing your transaction prevails over this summary page.