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A Stock Purchase Agreement (SPA) is a contract between a seller and a potential buyer for ownership of a business entity's shares. It outlines the number of shares for sale, their cost, and the transaction date. Private companies must allow a due diligence period for buyers, while public stock purchasers are protected under the Securities Act of 1933. Additionally, different classes of stock may have varying voting rights: for example, Class A may offer three votes per share, Class B two votes, and Class C one vote. Key elements to include in a stock purchase agreement are critical for ensuring clarity and understanding of the transaction.
