Equity Buyback Agreement

Equity Buyback Agreement Template for Denmark

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An Equity Buyback Agreement is a crucial document used when a company wishes to repurchase its own shares from existing shareholders under Danish law. This agreement is commonly employed in scenarios such as exit arrangements, employee share scheme operations, capital restructuring, or strategic corporate actions. The document must comply with the Danish Companies Act (Selskabsloven) and other relevant regulations, including specific requirements for board approval, shareholder resolutions, and financial capacity tests. The agreement typically includes detailed provisions on valuation, payment terms, warranties, and completion mechanics, while ensuring proper corporate governance and regulatory compliance. It's particularly important in private companies where share transfers need careful documentation and structured execution.

Suggested Sections

1. Parties: Identification of the company and the selling shareholder(s)

2. Background: Context of the buyback, including company details and reason for the share repurchase

3. Definitions: Key terms used throughout the agreement

4. Sale and Purchase: Core terms of the share transfer, including number of shares and price per share

5. Purchase Price and Payment: Details of consideration and payment mechanics

6. Completion: Timing and mechanics of the transfer completion

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

8. Company's Warranties and Representations: Warranties regarding corporate authority and compliance with Danish law

9. Tax Matters: Tax treatment and responsibilities

10. Confidentiality: Confidentiality obligations of all parties

11. Notices: Communication procedures between parties

12. Governing Law and Jurisdiction: Confirmation of Danish law application and jurisdiction

13. Execution: Signature blocks and execution requirements

Optional Sections

1. Staged Completion: Used when the buyback occurs in multiple tranches

2. Employee Matters: Required when shares are being bought back from current or former employees

3. Market Abuse Provisions: Required for listed companies to ensure compliance with MAR

4. Tag-Along Rights: Required if other shareholders have tag-along rights that need to be addressed

5. Regulatory Approvals: Required if the buyback needs specific regulatory clearances

6. Non-Competition: Used when selling shareholder is/was involved in company management

7. Further Assurance: Additional cooperation obligations for complex transactions

Suggested Schedules

1. Share Details: Detailed description of shares being purchased including share certificates numbers

2. Completion Requirements: List of documents and actions required for completion

3. Form of Transfer Instrument: Template for share transfer documentation

4. Board Resolution: Copy of board resolution approving the buyback

5. Valuation Report: Independent valuation if required under Danish law

6. Shareholder Approval: Copy of shareholder resolution if required

7. Payment Details: Bank account and payment instruction details

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