An Agreement For Sale Of Shares is a crucial document used when transferring ownership of shares in a company under English and Welsh law. It is commonly used in corporate acquisitions, investment exits, and business restructuring. The agreement includes essential elements such as the sale price, payment terms, warranties about the company's condition, and protections for both parties. It ensures compliance with the Companies Act 2006 and other relevant legislation, while providing a clear framework for the transaction's completion.
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1. Parties: Identification of seller(s) and buyer(s) with full legal details
2. Background: Context of the transaction and company details
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms including shares being sold and price
5. Completion: Timing and mechanics of completion
6. Warranties: Seller's warranties about the shares and company
7. Confidentiality: Obligations regarding transaction confidentiality
8. Governing Law: Jurisdiction and applicable law
1. Tax Covenant: Protection for buyer against pre-completion tax liabilities. Used in larger transactions or where specific tax risks identified
2. Non-compete Provisions: Restrictions on seller's future activities. Used when protecting goodwill of business being acquired
3. Earn-out Provisions: Structure for deferred consideration. Used when part of purchase price is contingent on future performance
1. Schedule 1: Details of the Company: Company information including share capital structure
2. Schedule 2: Warranties: Detailed warranties about the company and business
3. Schedule 3: Completion Obligations: Lists of documents to be delivered at completion
4. Schedule 4: Properties: Details of company's property interests
5. Schedule 5: Intellectual Property: Details of company's IP rights
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