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Share Acquisition Agreement Template for India

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Key Requirements PROMPT example:

Share Acquisition Agreement

"I need a Share Acquisition Agreement for purchasing 75% shareholding in a private limited technology company based in Bangalore, with a transaction value of INR 50 crores and including specific IP protection clauses and an earn-out mechanism over 18 months."

Document background
The Share Acquisition Agreement is a crucial document used in corporate transactions involving the transfer of company ownership through share purchases in India. It is typically employed when an individual or entity wishes to acquire a substantial or controlling interest in a company through share purchase. The agreement must comply with Indian corporate laws, particularly the Companies Act 2013, SEBI regulations for listed companies, and FEMA regulations for foreign investments. It includes detailed provisions covering purchase price, payment mechanisms, representations and warranties, conditions precedent, completion procedures, and post-completion obligations. The document is essential for both private and public company transactions, requiring careful consideration of regulatory requirements, tax implications, and industry-specific compliance matters. Its complexity and scope often necessitate involvement from legal, financial, and corporate governance experts to ensure all aspects of the transaction are properly addressed.
Suggested Sections

1. Parties: Identification of the seller(s), purchaser(s), and the target company

2. Background: Context of the transaction and current ownership structure

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Sale and Purchase: Core transaction terms including shares being sold and purchase price

5. Consideration: Details of purchase price, payment mechanics, and any adjustments

6. Conditions Precedent: Conditions that must be satisfied before completion

7. Pre-completion Obligations: Parties' obligations between signing and completion

8. Completion: Mechanics and requirements for closing the transaction

9. Warranties: Seller's representations and warranties about the business and shares

10. Limitations on Liability: Limitations on warranty claims and general liability

11. Tax Covenants: Tax-related warranties and indemnities

12. Confidentiality: Obligations regarding transaction and business confidentiality

13. Announcements: Requirements for public statements about the transaction

14. Notices: Process for formal communications between parties

15. Governing Law and Jurisdiction: Indian law as governing law and jurisdiction details

Optional Sections

1. Non-Competition: Restrictions on seller's competing activities - used when seller has significant market knowledge

2. Employee Matters: Specific provisions regarding key employees - relevant when retention is crucial

3. Earn-out Provisions: Performance-based additional payments - used when price depends on future performance

4. Break Fee: Compensation if deal fails - relevant for complex or high-risk transactions

5. Foreign Investment Compliance: FEMA compliance provisions - required for foreign investors

6. Regulatory Approvals: Detailed approval requirements - needed for regulated industries

7. Intellectual Property Rights: Special IP provisions - important for technology companies

8. Environmental Matters: Environmental compliance - relevant for manufacturing/industrial businesses

Suggested Schedules

1. Share Details: Details of shares being transferred including share certificates

2. Warranties: Detailed warranties about the company and business

3. Financial Statements: Recent financial statements of the target company

4. Properties: Details of company's real estate and leases

5. Intellectual Property: List of IP rights owned or used by the company

6. Material Contracts: Key contracts affecting the business

7. Employees: Key employee details and employment terms

8. Completion Requirements: Detailed list of completion deliverables

9. Permitted Encumbrances: List of accepted encumbrances on shares/assets

10. Disclosure Letter: Exceptions and qualifications to 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

Technology

Manufacturing

Financial Services

Healthcare

Real Estate

Retail

Professional Services

Energy

Infrastructure

Telecommunications

Media and Entertainment

Education

Pharmaceuticals

Automotive

Consumer Goods

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Tax

Compliance

Corporate Secretarial

Risk Management

Strategy

Business Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Lawyer

Legal Director

Company Secretary

Mergers & Acquisitions Director

Investment Banker

Corporate Finance Manager

Due Diligence Specialist

Tax Director

Compliance Officer

Business Development Director

Strategy Director

Board Member

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

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