Company Purchase Agreement: simple cash deal


Template:  Company Purchase Agreement: simple cash deal

Introduction to company purchase agreements

What Net Lawman says about this template:

"This is an agreement for a simple sale and purchase of a private limited company. The deal is for full payment to be transferred on the day that share ownership is changed.

There are no provisions here for conditional payment depending on future performance, for transfer of leases for business premises, or for dealing with subsidiaries.

The business of the company is not important to this document. It could provide services to other businesses, or import and sell goods to consumers. This document deals with the sale of shares.

We include many optional warranties that are designed to protect a buyer with imperfect information about the state of the business. If you are the buyer, you should leave these in place where relevant because they give you protection against having not been told something that affects the value. If you are the seller, you may want to remove some of these so as to leave fewer points on which a buyer may subsequently come back and claim that you failed to disclose material information. Warranties are discussed in greater detail in this article.

We also provide an example disclosure letter. We have provided a format as an indication of how such a letter works and a style you could use. We leave the detailed wording for you to add.

The 71 individual warranties in this document are grouped into sections relating to:

  • General
  • No damaging effect of this agreement
  • Company structure and operation
  • Accounts
  • Taxation
  • Assets
  • Trading and contracts
  • Employment
  • Insurance
  • Intellectual property
  • Information technology"


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