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Share Transfer Agreement Between Individuals

Share Transfer Agreement Between Individuals Template for United Arab Emirates

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Key Requirements PROMPT example:

Share Transfer Agreement Between Individuals

"I need a Share Transfer Agreement Between Individuals for the sale of 1,000 shares in a UAE-based technology company, with completion scheduled for March 15, 2025, including non-compete provisions and earn-out mechanisms based on the company's 2025 performance."

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Document background
The Share Transfer Agreement Between Individuals is a crucial document used in the United Arab Emirates when one individual shareholder wishes to transfer their ownership stake in a company to another individual. This agreement is essential for ensuring compliance with UAE Federal Law No. 32 of 2021 and other relevant regulations governing share transfers. It is commonly used in situations involving family business transitions, investment exits, or restructuring of ownership. The document captures all necessary elements required by UAE law, including detailed information about the shares being transferred, consideration, warranties, and completion mechanics. It must typically be executed in accordance with specific UAE requirements, which may include notarization and registration with relevant authorities such as the Department of Economic Development. The agreement serves to protect both parties' interests while ensuring the transfer meets all legal and regulatory requirements in the UAE jurisdiction.
Suggested Sections

1. Parties: Identification of the Seller and Buyer with full legal names and addresses

2. Background: Context of the transaction, including details of the Company whose shares are being transferred

3. Definitions: Key terms used throughout the agreement

4. Sale and Purchase: Core transaction terms including number of shares, price, and payment mechanics

5. Conditions Precedent: Any requirements that must be met before the transfer can complete

6. Completion: Specific actions required to execute the transfer, including timing and location

7. Seller's Warranties: Representations about the shares, company, and seller's capacity to transfer

8. Buyer's Warranties: Representations about the buyer's capacity and authority to purchase

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

10. Notices: How formal communications between parties should be made

11. Governing Law and Jurisdiction: Confirmation of UAE law application and jurisdiction

12. General Provisions: Standard boilerplate clauses including entire agreement, variations, and severability

Optional Sections

1. Tax Matters: Include when specific tax arrangements or indemnities are required

2. Non-Competition: Include when the seller needs to be restricted from competing post-sale

3. Power of Attorney: Include when one party needs authority to execute certain documents on behalf of the other

4. Pre-emption Rights Waiver: Include when other shareholders have pre-emption rights that need to be addressed

5. Earn-out Provisions: Include when part of the purchase price is contingent on future performance

6. Director Resignations: Include when the seller is also a director who will resign

7. Related Party Contracts: Include when existing contracts between seller and company need to be terminated

Suggested Schedules

1. Details of the Company: Complete corporate information including registration number, address, directors, and share capital

2. Details of the Sale Shares: Specific information about the shares being transferred including share certificate numbers

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

4. Warranties: Detailed warranties about the company and its business

5. Form of Share Transfer Instrument: Template transfer form compliant with UAE requirements

6. Board Resolution: Pro-forma board resolution approving the transfer

7. Regulatory Approvals: List of required government or regulatory approvals

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

Professional Services

Real Estate

Technology

Healthcare

Manufacturing

Retail

Construction

Hospitality

Trading

Consulting

Media

Transportation

Energy

Relevant Teams

Legal

Corporate Secretarial

Finance

Compliance

Corporate Governance

Executive Leadership

Business Development

Investment

Risk Management

Administration

Relevant Roles

Legal Counsel

Corporate Lawyer

Company Secretary

Chief Legal Officer

Managing Director

Chief Executive Officer

Chief Financial Officer

Legal Director

Compliance Officer

Corporate Governance Manager

Business Development Manager

Investment Manager

Finance Director

Board Member

Shareholder

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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