Under a share purchase, the buyer takes over ownership of the target company (ie where it acquires its entire share capital) carrying on the business, which comes with all of its assets, obligations and liabilities (whether or not the buyer was aware of them).
Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction toolkit.In order to effect all aspects of the transaction, each share purchase transaction will require that certain ancillary documents be prepared (some of which
A guide to share purchase agreementsThis Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited company (target): the share purchase agreement (SPA).The SPA records the terms by which the buyer agrees to purchase from the seller(s) shares in the
Data rooms—share and asset purchasesThis Practice Note, which applies to both share purchase and asset purchase transactions, explains:•the differences between a physical data room (a room filled with documents in a set location) (PDR) and a virtual data room (an online data repository to which
Legal due diligence report—private M&A—share purchaseSTOP PRESS—Impact of the Retained EU Law (Revocation and Reform) Act 2023: This document contains references to retained EU law (REUL) and associated terms introduced by the European Union (Withdrawal) Act 2018 in connection with Brexit. From 1
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