The Sale And Purchase Agreement Of Shares is a fundamental transaction document used when transferring ownership of shares in a Qatar-registered company. This agreement is essential for both private and public company transactions, though different requirements may apply based on the company type. The document must comply with Qatar Commercial Companies Law No. 11 of 2015 and may require additional approvals depending on the sector and foreign ownership implications. It typically includes detailed provisions on purchase price, payment mechanisms, warranties about the company's condition, pre-completion conditions, completion mechanics, and post-completion obligations. The agreement should be drafted with careful consideration of Qatar's foreign investment regulations, tax implications, and specific industry regulatory requirements where applicable.
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1. Parties: Identification of the Seller(s) and Buyer(s) with full legal names and addresses
2. Background: Context of the transaction, description of the Company whose shares are being sold, and current ownership structure
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Sale and Purchase: Core transaction terms including number of shares, price, and payment mechanics
5. Conditions Precedent: Prerequisites that must be satisfied before completion can occur
6. Pre-Completion Obligations: Obligations of parties between signing and completion, including conduct of business requirements
7. Completion: Mechanics of completion, including timing, location, and actions required
8. Seller Warranties: Warranties regarding share ownership, company status, and business operations
9. Buyer Warranties: Basic warranties regarding capacity to purchase and fund the transaction
10. Limitations on Liability: Limitations on warranty claims and general liability caps
11. Confidentiality: Obligations regarding transaction confidentiality and company information
12. Announcements: Requirements for public statements about the transaction
13. Further Assurance: Obligations to take additional actions necessary to effect the transaction
14. Notices: Process for formal communications between parties
15. Governing Law and Jurisdiction: Confirmation of Qatar law as governing law and jurisdiction for disputes
16. General Provisions: Standard boilerplate provisions including entire agreement, variations, and severability
1. Tax Covenant: Detailed tax indemnities and processes - include when tax exposures are significant
2. Non-Competition: Restrictions on seller's future competitive activities - include when seller is an individual or key person
3. Transitional Services: Arrangements for post-completion services - include when seller needs to provide ongoing support
4. Employee Matters: Specific provisions regarding employees - include when employment issues are material
5. Intellectual Property: Specific IP-related provisions - include when IP is a material asset
6. Real Estate: Specific real estate provisions - include when property assets are material
7. Break Fee: Compensation if deal fails - include in high-value or complex transactions
8. Earn-out Provisions: Future payment mechanisms - include when part of consideration is performance-based
1. Schedule 1 - Details of the Company: Corporate information, share capital, directors, etc.
2. Schedule 2 - Conditions Precedent: Detailed list of all conditions to be satisfied
3. Schedule 3 - Completion Obligations: Detailed list of completion deliverables and actions
4. Schedule 4 - Warranties: Full set of detailed warranties
5. Schedule 5 - Limitations on Liability: Detailed warranty claim procedures and limitations
6. Schedule 6 - Properties: Details of company real estate assets
7. Schedule 7 - Intellectual Property: Details of company IP rights
8. Schedule 8 - Material Contracts: List and details of key commercial contracts
9. Appendix 1 - Completion Board Minutes: Pro-forma board minutes for completion
10. Appendix 2 - Share Transfer Forms: Pro-forma share transfer documentation
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