Document background
The Sales Of Shares Agreement under Dutch law is a fundamental transaction document used when one party wishes to sell and another party wishes to acquire ownership of shares in a company. This comprehensive agreement is essential for both private and public company transactions in the Netherlands, though specific requirements may vary. It must comply with Dutch corporate law requirements, particularly the Dutch Civil Code (Burgerlijk Wetboek), and includes provisions for share transfer mechanics, purchase price determination, warranties and indemnities, conditions precedent, and completion procedures. The document is typically prepared following due diligence and requires careful consideration of Dutch corporate governance rules, regulatory requirements, and market practice. It serves as the primary transaction document in share acquisitions, often accompanied by various ancillary agreements and documents.
