Document background
The Simple Stock Purchase Agreement is a fundamental transaction document used in Switzerland for the transfer of company shares from one party to another. This document is particularly useful for straightforward share acquisitions where complex earn-out mechanisms or extensive warranties are not required. It complies with Swiss legal requirements, including the provisions of the Swiss Code of Obligations (OR) governing share transfers and corporate transactions. The agreement is commonly used in private company transactions, start-up investments, and small to medium-sized business acquisitions. It typically includes essential elements such as share identification, purchase price, payment terms, basic warranties, and closing mechanics. The document's structure reflects Swiss market practice while maintaining flexibility to accommodate specific transaction requirements. It's designed to be comprehensive enough to protect both parties' interests while remaining simpler than the more complex share purchase agreements used in larger corporate transactions.
