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A Redemption Agreement lets a company buy back its own shares from shareholders under Austrian corporate law. This binding contract spells out exactly how and when the company will repurchase shares, including the price, timing, and any special conditions that must be met.

Under Austria's Stock Corporation Act, these agreements help companies maintain control over their ownership structure while giving shareholders a clear exit path. Companies often use redemption agreements during succession planning, to resolve shareholder disputes, or when key employees with shares leave the organization. The process must follow strict Austrian capital maintenance rules and shareholder approval requirements.

Consider using a Redemption Agreement when your Austrian company needs a structured way to buy back shares from departing shareholders. This proves especially valuable during leadership transitions, when founding members retire, or when key employees holding shares leave the organization.

The agreement becomes essential in family businesses planning generational transfers, companies preparing for mergers or acquisitions, or situations requiring share consolidation. Austrian law requires specific procedures for share buybacks, so having this agreement in place helps navigate capital maintenance rules, protect company interests, and provide clear terms for all parties involved.

• Standard Share Buyback: Basic Redemption Agreement covering mandatory terms under Austrian corporate law, including price calculation and payment schedule
• Conditional Redemption: Triggers buyback upon specific events like retirement, death, or employment termination
• Staged Redemption: Structures share repurchases over time, often used in succession planning
• Emergency Redemption: Expedited process for urgent situations like shareholder disputes or financial distress
• Employee Share Redemption: Tailored for company stock held by employees, aligning with Austrian labor regulations

• Company Board: Initiates and approves the Redemption Agreement, ensuring compliance with Austrian corporate law and shareholder interests
• Shareholders: Sign the agreement as potential sellers of shares, agreeing to specific buyback terms and conditions
• Corporate Lawyers: Draft and review agreements to ensure compliance with Austrian Stock Corporation Act requirements
• Financial Advisors: Help determine fair share valuation and structure payment terms
• Company Secretary: Maintains documentation, handles share transfer records, and ensures proper execution

• Company Details: Gather current shareholding structure, articles of association, and board resolutions
• Share Information: Document number of shares, classes, and current market value
• Trigger Events: Define specific circumstances that activate the share buyback
• Payment Terms: Outline price calculation method, payment schedule, and funding sources
• Legal Requirements: Confirm compliance with Austrian capital maintenance rules
• Shareholder Approval: Prepare necessary voting documentation and meeting minutes
• Documentation: Use our platform to generate a compliant agreement that includes all required elements

• Party Identification: Full legal names and details of the company and selling shareholders
• Share Details: Precise description of shares, including class, number, and nominal value
• Purchase Price: Clear valuation method and payment terms following Austrian capital rules
• Trigger Conditions: Specific events or circumstances activating the redemption right
• Transfer Process: Step-by-step procedure for executing the share transfer
• Representations: Warranties about share ownership and transfer authority
• Governing Law: Express reference to Austrian corporate law and jurisdiction
• Execution Requirements: Signature blocks and notarization provisions

A Redemption Agreement needs to be distinguished from a Call Option Agreement. While both deal with share transfers, they serve different purposes in Austrian corporate law.

• Timing of Transfer: Redemption Agreements execute an immediate or scheduled share buyback, while Call Options create a future right to purchase shares
• Price Mechanism: Redemption Agreements typically specify a fixed price or valuation method, whereas Call Options often use market-based or formula pricing at exercise time
• Company Role: In Redemptions, the company itself must be the buyer and follow capital maintenance rules. Call Options can involve any eligible buyer
• Legal Requirements: Redemptions need immediate board approval and compliance with strict corporate capital rules. Call Options have more flexible structuring options