Document background
The Share and Asset Purchase Agreement (SAPA) is a specialized transaction document used in Australian business acquisitions where the buyer wishes to acquire both shares in a company and specific assets in a single transaction. This hybrid approach is particularly useful when the target business operates through multiple entities or where certain assets need to be carved out or specifically included in the deal structure. The document must comply with Australian corporate law requirements, including the Corporations Act 2001 (Cth), relevant state legislation, and potentially FIRB regulations for foreign investors. It typically includes detailed provisions for purchase price allocation, tax implications, asset transfer mechanics, and employee considerations. The SAPA is commonly used in mid to large-scale corporate transactions and requires careful consideration of both share transfer requirements and asset-specific transfer obligations.
