Law and tax · 3 September 2026 · 8 min read
Selling a Prague Apartment Building: Asset Deal or Share Deal?
Some Prague apartment buildings are owned not directly by individuals but through a limited liability company. This offers two routes: selling the property itself (an asset deal) or selling the shares in the company (a share deal).
Asset deal: selling the property
An asset deal transfers ownership of the building and land. The buyer acquires the property ‘clean’, without the company's history. This is simpler for investors, with due diligence focused on the building itself.
If the building is owned by a company, the sale proceeds remain within that company, and distributing them to its owners is subject to further taxation. VAT also needs to be assessed, particularly for newer buildings or those that have undergone substantial refurbishment.
Share deal: selling the company
A share deal transfers the shares in the company that owns the building. The property remains under the ownership of the same legal entity; only the owner of that entity changes. A share deal may be more tax-efficient for the seller, but it exposes the buyer to the risk of taking on the company's historical liabilities.
The buyer therefore carries out more extensive due diligence, covering accounts, taxes, contracts and disputes, and typically requires seller warranties and representations, potentially with part of the purchase price held in escrow.
How the structure affects the price
Investors have different preferences. Some actively seek share deals, while others reject them or require a discount for taking on the risk. The right structure can therefore broaden the pool of potential buyers and improve the seller's net proceeds.
Why not commit to a structure at the first meeting?
The appropriate transaction structure cannot be determined without legal, tax and financial analysis. Key factors include how long you have owned the company and held the shares, the property's book value, the company's liabilities and your plans for the proceeds.
We recommend assessing both structures alongside preparations for the sale. A tax adviser and a lawyer will assess their implications; we will ensure that the structure forms part of the investor outreach strategy.
Frequently asked questions
Can I transfer the building into a company before selling?
In principle, yes, but this has tax and timing implications. Always consult a tax adviser beforehand.
Is property acquisition tax payable?
Property acquisition tax has been abolished in the Czech Republic. Other tax implications must be assessed on a case-by-case basis.
Authors: Maria Kopřivová, Michal Kopřiva, Pura Vida Property Advisory. Published 3 September 2026. This article is for information only and does not replace legal or tax advice.
