Does buying shares instead of assets let me avoid dealing with the landlord at all?

Often, yes — but not always, and this is one of the most important traps in a business purchase and sale. In a share sale, the buyer acquires the shares of the corporation that holds the business, and the tenant on the lease is that same corporation before and after closing. Because the tenant entity itself doesn't change, there is generally no "assignment" for the landlord to consent to, and the lease can often continue undisturbed.

The catch is that many commercial leases include a change-of-control clause, which treats a sale of a controlling interest in the tenant corporation's shares as if it were an assignment — triggering the same consent requirement, and sometimes the same fees and conditions, that an asset sale would. If your lease has one of these clauses, structuring the deal as a share sale does not sidestep the landlord after all.

Before assuming a share sale avoids landlord involvement, have your lease reviewed specifically for a change-of-control provision. A Treadstone business lawyer can check for this clause early, since it can change your entire approach to the sale.