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Share Purchase Agreement (Transactions Between Shareholders or Affiliates) A share purchase agreement (also referred to as a share transfer agreement) that can be used in a sale of shares between two shareholders of a target corporation or an intercorporate transfer between two affiliates.
A share purchase agreement is a formal contract or an agreement that sets out the terms and conditions relating to the sale and purchase of shares in a company. The share purchase agreement should very clearly set out what is being sold, to whom and for how much, as well as any other obligations and liabilities.
A company executes a Share subscription agreement (SSA) in case of a fresh issue of shares. A shareholders' agreement (SHA) is a contract that contains the rights and obligations of the shareholders in a company.
Acquisition by purchase of securities is termed as "Share Purchase Agreement" and Acquisition by issuance of new shares is termed as "Share Subscription Agreement". Under Share Subscription Agreement (SSA) the company wants to issue new shares so that the founders do not dilute their ownership in the company.
Subscription agreement vs shareholders agreement? A share subscription agreement is essentially an agreement for the purchase of shares from a company. In contrast, a shareholders agreement contains terms that govern the ongoing relationship between shareholders.
Key Takeaways Issued share capital is the value of shares actually held by investors. Subscribed share capital is the value of shares investors have promised to buy when they are released. Subscribed shared capital is usually part of an IPO.
1.1 The Agreement provides for the sale of ________ [insert number and type of shares] to the Buyer by the Seller at a price of ______ [insert price per share], par value per share (the ?Shares?). 1.2 Purchase and Sale. The Seller agrees to sell and the Buyer agrees to buy the Shares. 1.3 Delivery of Shares.
A well organized and well-structured subscription agreement will include the details about the transaction, the number of shares being sold and the price per share, and any legally binding confidentiality agreements and clauses.