tiktok³ÉÈ˰æ

Share Exchange Agreement Template for Ireland

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Share Exchange Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Share Exchange Agreement

"I need a Share Exchange Agreement under Irish law for a technology company exchanging 100% of its shares with a larger corporation, to be completed by March 2025, with standard warranties and specific provisions for protecting intellectual property rights."

Document background
The Share Exchange Agreement is a crucial document in Irish corporate transactions, commonly used when companies wish to effect a share-for-share exchange as part of a corporate restructuring, merger, acquisition, or joint venture formation. This agreement type is governed by Irish law, particularly the Companies Act 2014 and relevant tax legislation, and must comply with Irish regulatory requirements including, where applicable, Central Bank regulations and competition law. The document sets out the complete framework for the exchange, including share valuation, exchange ratios, warranties, and completion mechanics. It's particularly important in tax-efficient restructurings and cross-border transactions where Irish companies are involved. The agreement typically requires careful consideration of corporate, tax, and regulatory implications, making it essential to have appropriate professional advice during its preparation and execution.
Suggested Sections

1. Parties: Identification of the parties exchanging shares and their registered details

2. Background: Context of the transaction, including details of the companies involved and purpose of the share exchange

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and interpretation rules

4. Agreement to Exchange Shares: Core agreement detailing the exchange of shares between parties

5. Consideration: Details of the share exchange ratio and any additional consideration

6. Conditions Precedent: Conditions that must be satisfied before completion of the share exchange

7. Pre-Completion Obligations: Obligations of each party between signing and completion

8. Completion: Mechanics and requirements for completing the share exchange

9. Warranties and Representations: Standard warranties about capacity, authority, and ownership of shares

10. Tax Covenants: Provisions dealing with tax liabilities and indemnities

11. Confidentiality: Obligations regarding confidential information

12. Announcements: Requirements for public announcements about the transaction

13. Costs: Allocation of transaction costs between parties

14. Notices: Process for serving notices under the agreement

15. General Provisions: Standard boilerplate clauses including governing law and jurisdiction

Optional Sections

1. Employee Matters: Required when the share exchange impacts employment arrangements

2. Intellectual Property Rights: Needed when IP ownership is significantly impacted by the exchange

3. Non-Competition Covenants: Include when requiring restrictions on future business activities

4. Break Fee: Include when parties agree to compensation if the deal fails

5. Earn-out Provisions: Required when part of consideration is contingent on future performance

6. Regulatory Compliance: Include when specific regulatory approvals are required

7. Director Resignations: Include when changes to board composition are part of the transaction

8. Integration Planning: Required for complex transactions involving post-completion integration

Suggested Schedules

1. Share Details: Details of shares being exchanged including class, numbers, and rights

2. Company Information: Corporate information about companies involved in the exchange

3. Warranties: Detailed warranties about the companies and shares

4. Properties: Details of material properties owned by the companies

5. Intellectual Property: Schedule of material IP owned by the companies

6. Material Contracts: List of important contracts affecting the transaction

7. Completion Requirements: Detailed list of completion deliverables and actions

8. Board Resolutions: Form of board resolutions required for completion

9. Transfer Forms: Pro-forma share transfer documents

10. Disclosure Letter: Disclosures against the warranties

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions











































Clauses






























Relevant Industries

Financial Services

Technology

Manufacturing

Professional Services

Real Estate

Healthcare

Energy

Telecommunications

Media & Entertainment

Retail & Consumer Goods

Mining & Natural Resources

Transportation & Logistics

Agriculture & Food Production

Construction & Engineering

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Tax

Compliance

Risk Management

Corporate Secretariat

Treasury

Business Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Lawyer

Legal Counsel

Company Secretary

Finance Director

Corporate Development Director

M&A Director

Tax Director

Business Development Manager

Investment Manager

Corporate Finance Manager

Compliance Officer

Risk Manager

Board Director

Managing Director

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Option Agreement Shares

An Irish law-governed agreement granting rights to purchase company shares at a predetermined price and timeframe, subject to specified conditions and local regulations.

find out more

Phantom Shares Agreement

An Irish law-governed agreement establishing phantom share rights that mirror company share value without transferring actual ownership.

find out more

Share Surrender Agreement

An Irish law-governed agreement documenting the voluntary surrender of shares by a shareholder back to the company, including terms, conditions, and completion requirements.

find out more

Inventory Stocking Agreement

Irish law-governed agreement establishing terms for inventory storage and management between parties, including operational procedures and compliance requirements.

find out more

Share Transfer Agreement Private Company

An Irish law-governed agreement for the transfer of shares in a private company, documenting the terms and conditions of the share transfer between transferor and transferee.

find out more

Buffer Stock Agreement

An Irish law agreement governing the maintenance and management of buffer stock, including storage, operational, and regulatory requirements.

find out more

Share Profit Agreement

An Irish law-governed agreement establishing terms and mechanisms for profit sharing between business parties, including calculation methods and distribution rules.

find out more

Stock Power Agreement

An Irish law-governed agreement authorizing the transfer of share ownership from one party to another, complying with Irish Companies Act 2014 requirements.

find out more

Share Block Sale Agreement

An Irish law agreement governing the sale and purchase of a substantial block of shares in an Irish company, including transaction terms, warranties, and completion requirements.

find out more

Sale Of Shares Contract

An Irish law-governed agreement documenting the sale and purchase of shares in a company, including transaction terms, warranties, and completion requirements.

find out more

Stock Grant Agreement

An Irish law-governed agreement documenting the terms and conditions of granting company shares to employees or other recipients.

find out more

Business Shares Agreement

An Irish law-governed agreement detailing the terms and conditions for the sale, transfer, or subscription of shares in an Irish company.

find out more

Stock Redemption Agreement

An Irish law-governed agreement detailing the terms and conditions for a company's repurchase of its own shares from existing shareholders.

find out more

Partnership Share Transfer Agreement

An Irish law-governed agreement facilitating the transfer of partnership interests between partners, including transfer terms, warranties, and completion requirements.

find out more

Preferred Stock Purchase Agreement

An Irish law-governed agreement detailing the terms and conditions for the purchase of preferred shares, including investor rights and company obligations.

find out more

Share Ownership Agreement

An Irish law-governed agreement that establishes the terms and conditions of share ownership and shareholder relationships within a company.

find out more

Share Cancellation Agreement

An Irish law-governed agreement documenting the terms and process for cancelling shares in a company's share capital, ensuring compliance with Irish corporate legislation.

find out more

Share Buyout Agreement

An Irish law-governed agreement documenting the terms and conditions for the purchase of shares from an existing shareholder.

find out more

Preliminary Share Purchase Agreement

An Irish law-governed preliminary agreement establishing key terms and conditions for a proposed share acquisition, serving as a framework for the final share purchase agreement.

find out more

Share Issue Agreement

An Irish law-governed agreement setting out terms and conditions for the issuance of new shares by a company to subscribers, ensuring compliance with Irish corporate law requirements.

find out more

Share Contribution Agreement

An Irish law-governed agreement documenting the contribution of shares from one party to another, typically used in corporate restructuring or investment transactions.

find out more

Share Buyback Agreement

An Irish law-governed agreement documenting the terms and conditions for a company's repurchase of its own shares from existing shareholders.

find out more

Stock Exchange Agreement

An agreement governing trading membership and operations on the Irish Stock Exchange (Euronext Dublin), subject to Irish and EU financial regulations.

find out more

Share Sale And Purchase Agreement

An Irish law-governed agreement documenting the terms and conditions for the sale and purchase of shares in a company, including price, warranties, and completion mechanics.

find out more

Share Exchange Agreement

An Irish law-governed agreement facilitating the exchange of shares between companies, typically used in corporate restructurings and M&A transactions.

find out more

Share Swap Agreement

An Irish law-governed agreement facilitating the exchange of shares between parties, detailing swap terms, valuations, and regulatory compliance requirements.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.