The main difference between a share sale and a business and asset sale is who is selling. In a share sale, the sellers are the individual owners of the shares – the shareholders. They sell their interest in the company and receive the purchase price. The company continues to run as it always has. In a business and asset sale, the seller is in fact the company, and it is selling its business and assets.  On a business and asset sale the purchase price actually belong to the company.