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A Stock Purchase Agreement (SPA) is a contract between a seller and a buyer for the purchase of company shares. It specifies the number of shares for sale, their cost, and the transaction date. Private entities must allow a due diligence period for buyers, while public stock purchasers are protected under the Securities Act of 1933. Stock classes can vary in voting rights; for instance, Class A shares may have three votes per share, Class B shares two votes, and Class C shares one vote. Essential elements to include in a SPA are detailed descriptions of the shares being sold, payment terms, and any conditions relevant to the transaction.
