Shares Sale and Purchase Agreement
A sale and purchase (S&P) agreement between a Buyer and a Seller with no warranties. This is suitable for a simple sale/transfer of shares drafted in neutral terms.
Sale and Purchase of Business
Heads of Agreement (HOA) / Heads of Terms (HOT) – Sale of Business
This Heads of Agreement (HOA) / Heads of Terms (HOT) is applicable in a sale and purchase of business situation. This represents the good faith intentions of the parties but also includes a deposit from the Buyer. This document is drafted in Neutral Form.
Company Acquisition Agreement – Simple
A simple company acquisition agreement between a Buyer and a Seller with no warranties. This is suitable for an intra-group restructure/transfer.
What is the difference between an asset purchase and a share purchase?
When purchasing a business, depending on what you are specifically buying and taking over, you will either purchase assets or shares in a business. What is a share purchase? A share purchase involves purchasing the shares of the company from the shareholders. On purchasing the shares, as a buyer, you take all of the company’s … Read more
What is due diligence and what does it include?
Due diligence is when potential buyers evaluate factors relating to a transaction, such as finances, assets, legal issues and external issues to gain a better understanding of the business. Essentially, it is a deeper dive investigation or audit into a specific situation/area relating to a business, that takes place before a formal contract is drafted … Read more
Do I have to use the head of terms/memorandum of understanding/terms sheet when purchasing another business? Is it legally binding?
Heads of terms are different from a formal contract. This document sets out the preliminary terms of a commercial transaction agreed upon by the parties in the course of negotiations. It ensures both parties are on the same page as regards the major aspects of the transaction and prevents misunderstandings. While you do not need … Read more
What are the main steps typically involved in a business/company purchase transaction and what legal documents are required?
Purchasing a business or a company indeed may be an easier option than starting your business from ground zero, but it is not an entirely automatic, straightforward process. Certain steps are typically involved in a business purchase transaction accompanied by their respective required legal documents. A business/company purchase transaction can broadly be divided into three … Read more
What does it mean to purchase an existing business?
While starting a new business can be intriguing and exciting, the big downside is that you have to start from scratch. This is why some people opt to purchase an existing and established business instead. This means that instead of setting up a completely new business from the ground up, you are skipping all the … Read more