Document background
The Stock Agreement is a fundamental legal document used in Swiss corporate transactions for transferring ownership of company shares. It is essential when executing share purchases, sales, or transfers between shareholders, investors, or other parties under Swiss law. The agreement must be structured to comply with the Swiss Code of Obligations and relevant financial market regulations, including specific requirements for share transfers, registration, and tax implications. This document is particularly important in private company transactions, mergers and acquisitions, investment rounds, or corporate restructuring. The Stock Agreement typically includes detailed provisions on share valuation, payment terms, representations and warranties, and various conditions precedent to closing. It may also incorporate specific Swiss legal requirements such as transfer restrictions (Vinkulierung), statutory pre-emptive rights, and proper documentation for the share register.
