Share Purchase Agreement Templates

There is no scenario in which the sale of shares would be desirable without this agreement. A share purchase agreement, or “SPA”, allows someone to acquire ownership of a business unit. The purchase can be made either in shares or as a percentage. For private companies, the buyer needs a period of due diligence. In the case of publicly traded companies, the buyer is protected by the Securities Act of 1933 and the transaction can be made immediately. 3.1 The purchase price of the Shares is agreed at the PRICE (the “Purchase Price”). On this date, the parties have concluded the following agreement (the “Contract”) on the transfer of shares of the Company: both parties must conclude the agreement and all those referred to in Article “XIII. Additional Terms and Conditions”. If the buyer of the warehouse agrees with the content of this agreement, he must enter the line “Signature of the buyer” in accordance with Article “XIV. Entire Contract” and sign it.

Immediately after this deed, the buyer of the signature must enter the current “date” in the next line. The buyer or buyer must also include their name printed on the last blank line of this section. The empty lines in “XIII. Additional Terms and Conditions” are looking for additional information that is to be included in this Agreement but has not yet been processed. All such amendments or restrictions must comply with state and federal laws. If there are no additional terms, limitations, or considerations, it is highly recommended to show this fact by typing the word “None.” This means that only the statements discussed in this Agreement (without additions) apply to the purchase of shares. The class of shares, whether ordinary or preferred, may affect the shareholder`s share of the company`s profits or the amount he receives in the event of the liquidation of the company, and whether a shareholder has shares with or without voting rights determines whether or not the shareholder has the right to vote at general meetings. A share purchase agreement exists between a buyer who wishes to buy shares of a company from a seller at a fixed price.

The agreement includes the number (#) of shares, the price ($) per share and the date of sale. All other terms must be negotiated between the parties and after signing, the exchange of funds for shares usually takes place as soon as possible. The next part in “I. The Parties” is marked as “Seller”. The first space here requires the full name of the company with the power to sell the shares in question to the buyer. Enter the name of this part as you wish immediately after the bold label “Seller”. As with the Buyer, the Seller`s mailing address must be associated with the name of that party. To do this, note the seller`s building number, street, and unit number, or mailbox in the blank line between the language.” With a postal address of ” and the expression “City Of”. This should be followed by a report on the name of the corresponding city for that address in the following blank line. This address must be entered with the name of the country in which it is located.

Enter the status of the seller`s mailing address in the last empty field in this section. If you are the only employee in your company, this can be a step you skip. However, if you plan to grow the business, creating shares and an agreement can help them when it comes time for expansion. The amount of shares held by a shareholder determines his percentage of ownership of the company and the payment of the dividend to which he is entitled if the company distributes dividends. A dividend payment is money paid to shareholders and usually results from a distribution of a company`s annual profit. If you don`t have a well-formulated stock purchase agreement, your business will be exposed to financial risk. CONSIDERING that Seller wishes to sell inventory to Buyer as described below, and Buyer agrees to purchase Inventory from Seller as described below in accordance with the terms and conditions contained herein. One. Seller is the registered owner of the [Insert Number] shares (the “Shares”) of [Insert Company] (the “Company”).

For example: A company has a four-year acquisition schedule. An employee decides to resign after two years of employment. The company has the right to buy back the employee`s shares. This encourages employees to stay for a while and also gives them a personal interest in the success of the business. The more successful the company, the more its shares increase. When drafting a share purchase agreement, it is important to provide details about the shares to be sold, para. B example the type of actions. Common, Preferred, Voting and Non-Voting are terms that can be used to describe actions. The main difference with an asset purchase agreement is that the buyer does not receive the seller`s liabilities.

When buying shares, the buyer receives all the company`s obligations in addition to its assets. The manner in which the seller should expect payment should be indicated in “IV. Deadline”. This information can be easily transmitted via a series of checkboxes. You can view one or more of the lists provided in this section, as long as it defines how payment for inventory will be received. So when the money arrives in the form of a “bank transfer”, check the first box. If the stock is paid in “cash”, check the second box. The third box must be checked when the buyer submits a check to pay for the actions defined above. Check the fourth box to indicate that the buyer will use “PayPal” for this transaction.

In the event that none of the above methods can be applied to any part or all of the buyer`s payment method, check the “Other” box. This should define a direct report on how the buyer will make payment for the inventory in question. In the following example, the seller arranged a money order, so that “money order” is listed with the corresponding transaction number in the available range. .