Share Purchase Agreement Definition Deutsch

Once due diligence is completed satisfactorily, the share purchase agreement is usually signed in a private document (in legal jargon, this phase is called “signing”). However, as a general rule, the transaction does not take place; In other words, there is no actual transfer of ownership of the shares to the buyer. Financial statements are the date on which both parties would effectively discharge their key obligations (delivery of the property and payment of the agreed price) when the agreed terms are met, so that the financial statements are made, i.e. the conclusion of the transaction with the subsequent transfer of the shares. This is because the parties sometimes feel it is appropriate to submit the final conclusion of the purchase transaction to a number of conditions that must be met within a specified time frame. For example, obtaining prior administrative authorization necessary for the transfer, the favourable resolution of a dispute in which the company to be acquired is currently involved, etc. This is why signing is a “promise to purchase” that is subject to a number of requirements. The signing of a share purchase agreement is usually preceded by a legal review or “due diligence”, i.e. the legal, accounting, financial and technical verification of the current situation of the business by the purchaser. The share purchase agreement is an agreement par excellence legally used to transfer the shares of a company. Its main objective is to take control of the activity of a company acquired, coordinated and organized between them by a multitude of elements – assets, debts, organization, people – in order to respond to a given economic activity. If you would like more information about the share purchase agreement, please contact us. It should be noted that it is possible that a signature and closure will take place in the same action and not at different times.

However, in practice, these cases are reduced to simple, low-complexity business purchases, regardless of a pre-acquisition condition or factor. With regard to the fundamental content of the share purchase agreement, we should mention the most common clauses: the signature is therefore the date on which the parties sign the agreement and give their agreement on the legal transaction, that is, at the time of the execution of the contract. As soon as the terms of the agreement are met, the contract will have full legal effects. On that date, it is customary for the parties to the agreement, buyers and sellers, to appear before a notary to confirm their agreement and to continue the payment of the sale price and the delivery of the shares taking into account the ownership of the fully transmitted shares (the “final phase”). All of this will be reflected in a public document that will serve as reliable evidence of articulated activity. As a lawyer with a bachelor`s degree in business management and law, José Maria Mesa specializes in commercial contracts, corporate law and mergers and acquisitions. Working languages: Spanish and English.

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