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A Stock Purchase Agreement (SPA) is a contract between a seller and a buyer of company shares, detailing the transfer of ownership. Key elements of the agreement include the number of shares for sale, the price per share, and the transaction date. Private entities must offer a due diligence period for buyers, while public stock buyers are protected under the Securities Act of 1933. Additionally, stock classes can have different voting rights; for instance, Class A shares might allow three votes per share, Class B two votes, and Class C one vote. Essential components of a stock purchase agreement must be included to ensure clarity and legality in the transaction.