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Share Purchase Agreement Between Two Individuals

Share Purchase Agreement Between Two Individuals Template for United Arab Emirates

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Key Requirements PROMPT example:

Share Purchase Agreement Between Two Individuals

"I need a Share Purchase Agreement Between Two Individuals for the sale of 40% shareholding in a Dubai-based technology company, with completion scheduled for March 2025 and payment to be made in three installments."

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Document background
A Share Purchase Agreement Between Two Individuals is a crucial legal document used in the UAE when one individual wishes to transfer ownership of shares to another individual. This agreement is essential for documenting the terms and conditions of the share transfer, ensuring compliance with UAE Federal Law No. 32 of 2021 and related regulations. The document is typically used in private company contexts where shares are being transferred between existing shareholders or to new shareholders. It includes provisions for purchase price, payment terms, warranties about share ownership and authority to sell, completion mechanics, and necessary regulatory approvals. The agreement must be structured to comply with UAE commercial law requirements and may need to be notarized or attested depending on the nature of the transaction and company type.
Suggested Sections

1. Parties: Identification of the Seller and Buyer with full legal names and addresses as required under UAE law

2. Background: Context of the transaction, description of the company whose shares are being sold, and current ownership structure

3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including Arabic/English language provisions

4. Sale and Purchase: Core transaction terms including number of shares, percentage of ownership, and consideration

5. Purchase Price and Payment: Detailed payment terms, payment method, and any adjustments

6. Completion: Completion mechanics, timing, and deliverables including share transfer forms and board resolutions

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

8. Buyer's Warranties: Warranties regarding authority to purchase and compliance with UAE laws

9. Confidentiality: Confidentiality obligations of both parties

10. Notices: Process for serving notices under the agreement

11. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction of UAE courts

12. General Provisions: Standard boilerplate provisions including entire agreement, amendments, and severability

Optional Sections

1. Regulatory Approvals: Required when shares are in a regulated entity or specific sector requiring government approvals

2. Pre-Completion Conditions: Used when completion is subject to certain conditions being satisfied

3. Post-Completion Obligations: Needed when there are continuing obligations after completion

4. Non-Competition: Included when seller restrictions are required post-completion

5. Tax Indemnity: Required when specific tax risks need to be allocated

6. Anti-Money Laundering Compliance: Detailed AML provisions for high-value transactions

7. Electronic Execution: Provisions for electronic signing if permitted and intended

Suggested Schedules

1. Details of the Company: Company information including registration details, capital structure, and licenses

2. Details of the Shares: Specific description of shares including share certificate numbers and class rights

3. Completion Requirements: Detailed list of documents and actions required for completion

4. Form of Transfer Instruments: Templates for share transfer forms and other required documentation

5. Warranties: Detailed warranties beyond those in the main agreement

6. Company Assets: List of material company assets if relevant to the transaction

7. Regulatory Consents: List of required regulatory approvals and status

Authors

Alex Denne

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

alex.den.21@genieai.co
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Relevant Industries

Financial Services

Real Estate

Technology

Manufacturing

Retail

Healthcare

Professional Services

Construction

Hospitality

Energy

Transportation

Media and Entertainment

Education

Relevant Teams

Legal

Corporate Secretarial

Compliance

Finance

Corporate Governance

Risk Management

Executive Leadership

Investment

Business Development

Relevant Roles

Legal Counsel

Corporate Lawyer

Company Secretary

Compliance Officer

Chief Legal Officer

Managing Director

Chief Executive Officer

Chief Financial Officer

Financial Controller

Investment Manager

Business Development Manager

Corporate Governance Officer

Risk Manager

General Counsel

Legal 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

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