Easily Insert Tick in the Share Purchase Agreement

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How to Insert Tick in the Share Purchase Agreement

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ladies and gentlemen my name is sameer shah and i am an m a partner in kaitans corporate m a group thank you for taking the time to be with us today and i would like to extend a very warm welcome to this very first webinar of our m a academy program this program is designed to provide foundational legal knowledge and understanding on m a transactions and processes to corporate executives in-house legal teams and others participating or interested in m a m a is an important part of our firms practice with more than 50 partners dedicated to this area because india is experiencing a massive growth in m a transactional activity and our subject today is share purchase agreements structure and key terms the topic for this webinar is quite important and why so because a preferred mode of conducting business in india in an organized manner is through a company as a result more often than not acquiring a business may involve acquiring shares in a company it is therefore important for you to b

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What happens in a share purchase?

With a share purchase, the buyer takes on all of the interests, benefits and liabilities of the company. Therefore it is of critical importance for the buyer to carry out a detailed Due Diligence exercise in order to ascertain the potential risks and liabilities associated with the target company.

What is a share purchase agreement?

A share purchase agreement (SPA) is an agreement between a buyer and seller(s) of a target company, setting out the terms and conditions relating to the sale and the purchase of a specific number of shares in the target company.

What is the purpose of a share purchase agreement?

The purpose of Share Purchase agreement is to easily transfer the ownership of shares in a company from a seller to a purchaser. Two parties, where one is a seller and the other is a buyer, often comes into an agreement called Share Purchase Agreement.

What is the difference between shareholder agreement and share purchase agreement?

Shareholders agreement is primarily entered to rectify the disputes that occurred between the company and the Shareholder. Meanwhile, the Share Purchase agreement is a document that legalizes the process of transaction of share held between the buyer and the seller.

What are the main clauses in a share purchase agreement?

Warranties, Guarantees, Indemnities, and Covenants are all key clauses of the Share Purchase Agreement.

What should be included in a share purchase agreement?

A SPA should specify the sale price for the shares, specify the currency and timescale for the sale, and list any other conditions like staged payments. Usually, payment is made in cash, although sometimes the buyer may offer the seller some of its shares, or issue loan notes to the seller.

What are the risks of share purchase agreement?

Buyer Beware: Some of the risks of purchasing shares in a Company Past Liabilities. Encumbrances Security Interests. Employees. Key Contracts. Further Information and Contact Details.

How do you read a share purchase agreement?

The following are listed in a share purchase agreement: Name of the company. Par value of shares. Name of purchaser. Warranties and representations made by seller and purchaser. Employee benefits and bonuses. Number of shares being sold. Details of the transaction. Indemnification agreement for unforeseen costs.

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