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Simple Stock Purchase Agreement Template for New Zealand

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Key Requirements PROMPT example:

Simple Stock Purchase Agreement

"I need a Simple Stock Purchase Agreement for the sale of 1,000 ordinary shares in my technology startup to a private investor, with completion scheduled for March 15, 2025, and payment to be made in two installments."

Document background
The Simple Stock Purchase Agreement is a fundamental legal document used in New Zealand business transactions for the transfer of company shares. This agreement is particularly suitable for straightforward share transfers in private companies, where one party (the seller) wishes to transfer their shareholding to another party (the purchaser). It includes essential elements such as the number and class of shares being transferred, purchase price, payment terms, and basic warranties about share ownership and authority to sell. The document ensures compliance with New Zealand's Companies Act 1993 and other relevant legislation while maintaining a simpler structure compared to more complex share purchase agreements. It's commonly used for smaller transactions, transfers between known parties, or situations where extensive due diligence and warranties are not required.
Suggested Sections

1. Parties: Identifies and provides full legal details of the seller and purchaser

2. Background: Sets out the context of the transaction, including brief description of the company and the seller's ownership of shares

3. Definitions: Defines key terms used throughout the agreement

4. Sale and Purchase of Shares: Details the specific shares being sold and purchased, including class and number

5. Purchase Price: Specifies the amount to be paid for the shares and payment terms

6. Completion: Specifies the date, time, and location for completing the transaction

7. Seller's Warranties: Basic warranties regarding share ownership, authority to sell, and absence of encumbrances

8. Purchaser's Warranties: Basic warranties regarding authority to purchase and ability to pay

9. Confidentiality: Obligations to keep the transaction and related information confidential

10. Notices: How formal notices under the agreement must be given

11. General Provisions: Standard boilerplate clauses including governing law, entire agreement, and amendments

Optional Sections

1. Pre-Completion Conditions: Used when completion is subject to specific conditions being met, such as regulatory approvals or third-party consents

2. Purchase Price Adjustment: Include when the final purchase price may be adjusted based on certain factors like net asset value

3. Company Warranties: More extensive warranties about the company's business, needed for larger or more complex transactions

4. Tax Indemnity: Include when specific tax risks need to be allocated between the parties

5. Non-Competition: Used when the seller needs to be restricted from competing after the sale

6. Board Resignation: Include when the seller is also a director and needs to resign

7. Shareholder Approval: Required when other shareholders have pre-emptive rights or need to approve the transfer

Suggested Schedules

1. Share Details: Detailed description of the shares being sold, including share certificate numbers and share class rights

2. Company Details: Key information about the company including registration number, registered office, and directors

3. Completion Requirements: List of documents and actions required at completion

4. Form of Share Transfer: The prescribed form for transferring shares under NZ law

5. Warranties: Detailed warranties if more extensive than those in the main agreement

6. Required Consents: List of third-party consents required for the transfer

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























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Relevant Industries

Financial Services

Professional Services

Technology

Manufacturing

Retail

Healthcare

Real Estate

Agriculture

Construction

Education

Hospitality

Transportation

Energy

Media and Entertainment

Relevant Teams

Legal

Finance

Corporate Development

Compliance

Executive Leadership

Investment

Company Secretariat

Risk Management

Business Development

Corporate Finance

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Secretary

Legal Counsel

Corporate Lawyer

Investment Manager

Business Development Manager

Financial Controller

Managing Director

Board Director

Shareholder

Company Director

Corporate Finance Manager

Compliance Officer

Investment Analyst

Industries








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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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