Share purchase agreement

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Produced in partnership with Louise Wolfson. 12th Jan
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Precedents
Important-this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert...
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This Practice Note explains the cash box structure and the principles behind its use in connection with a proposed placing by a public limited company...
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Produced in partnership with Danette Antao of Hogan Lovells and Maegen Morrison of Hogan Lovells 12th Jan
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The Prospectus Regulation (EU) 2017/1129 came into force on 20 July 2017 and its provisions came fully into effect in Member States on 21 July 2019....
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9th Nov
Practice notes
A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...
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IntroductionA most favoured nation (MFN) clause entitles an investor to have visibility of side letter entitlements of other investors in the private...
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Produced in partnership with William Jones of RPC 12th Jan
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This Practice Note considers the unique contractual status of the articles of association between the company and its members, primarily under s 33(1)...
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Practice notes
This Practice Note outlines the written resolution method directors may adopt to take decisions instead of holding board meetings. It also considers...
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9th Nov
Precedents
Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—corporate...
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9th Nov
Practice notes
It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. This capital maintenance...
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Produced in partnership with Tessa Park of Moore Kingston Smith 12th Jan
Precedents
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
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9th Nov
Precedents
The [Secretary OR Directors][insert company name][insert company address][Insert date]Dear [[insert name] OR Company Secretary]Re: [insert company...
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9th Nov

Most recent Share purchase agreement content

Practice notes
This Practice Note considers how to pursue a breach of warranty claim in the context of warranties provided in a sale and purchase agreement (SPA)...
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12th Apr
Practice notes
An indemnity may be defined as a contractual obligation falling upon one contracting party (the indemnifier) and owed to another contracting party...
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Produced in partnership with Wyn Derbyshire of gunnercooke LLP 9th Apr
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate shareholder] incorporated in [England and...
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9th Apr
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate entity] incorporated in [England and Wales...
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9th Apr
Precedents
Insert the following clauses as new clauses 8.14 and 8.15 in Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form:8...
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9th Apr
Precedents
Replace Schedule 4, paragraph 19 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form with the...
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9th Apr
Precedents
Insert the following as new definitions in the share purchase agreement:Data Protection Laws•means as applicable and binding on the...
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9th Apr
Precedents
Insert the following as new definitions in the share purchase agreement:Data Protection Laws•means as applicable and binding on the...
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9th Apr
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate entity] incorporated in [England and Wales...
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9th Apr
Precedents
Add a new party to the parties clause in Precedent: Share purchase agreement—pro-seller—corporate seller—conditional—long form:[Insert name of...
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9th Apr
Precedents
Replace Schedule 4, paragraph 19 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form with the...
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9th Apr
Precedents
Replace Schedule 4, paragraph 19 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form with the...
Read More >
9th Apr
Precedents
Insert the following as new definitions in the share purchase agreement:Data Protection Laws•means as applicable and binding on the...
Read More >
9th Apr
Precedents
Insert the following as new definitions in the share purchase agreement:Data Protection Laws•means as applicable and binding on the...
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9th Apr
Practice notes
THIS PRACTICE NOTE APPLIES IN RELATION TO PRIVATE SECTOR PENSION SCHEMESA share sale agreement will typically include warranties given by a seller in...
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9th Apr
Practice notes
When a person buys the share capital of a company, the transaction will often be referred to as:•a completion accounts deal•an accounts date deal,...
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9th Apr
Practice notes
The way consideration payable for the acquisition of shares is structured is not always straightforward. In many cases payment can be delayed,...
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9th Apr
Practice notes
Some company acquisitions that involve a corporate buyer will be structured so that the consideration payable is the issue of new shares and/or loan...
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9th Apr
Practice notes
The way consideration payable for the acquisition of shares is structured is not always straightforward. In many cases payment can be delayed,...
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9th Apr
Practice notes
When a person (the Buyer) buys a company, rather than the assets of a business, all of the historic liabilities of that company and its subsidiaries...
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9th Apr

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