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Share Sale Deed
"I need a Share Sale Deed for the sale of 75% shareholding in a Qatari technology company to a UAE-based investor, with completion scheduled for March 2025 and including earn-out provisions based on revenue targets."
1. Parties: Identification of the Seller(s) and Buyer(s) with full legal names and addresses
2. Background: Context of the transaction, description of the Company, and current shareholding structure
3. Definitions and Interpretation: Definitions of key terms used in the deed and interpretation rules
4. Sale and Purchase: Core transaction terms including details of shares being sold and purchase price
5. Consideration: Details of the purchase price, payment terms, and payment mechanics
6. Conditions Precedent: Prerequisites that must be satisfied before completion, including regulatory approvals
7. Completion: Mechanics and timing of completion, including actions required by each party
8. Seller's Warranties: Standard warranties regarding share ownership, authority to sell, and company status
9. Buyer's Warranties: Basic warranties regarding authority to purchase and funding
10. Tax Matters: Allocation of tax liabilities and responsibilities
11. Confidentiality: Obligations regarding transaction confidentiality and announcements
12. Notices: Process for serving notices under the deed
13. Governing Law and Jurisdiction: Confirmation of Qatar law as governing law and jurisdiction for disputes
1. Tag Along Rights: Include when other shareholders have tag-along rights that need to be addressed
2. Non-Competition: Include when the seller needs to be restricted from competing post-sale
3. Earn-out Provisions: Include when part of the purchase price is contingent on future performance
4. Management Provisions: Include when there are specific arrangements regarding ongoing management
5. Foreign Investment Provisions: Include when the buyer is a foreign entity requiring specific compliance measures
6. Break Fee: Include when parties agree to compensation if the deal fails under specific circumstances
1. Details of the Company: Complete corporate information including registration details and share capital structure
2. Conditions Precedent: Detailed list of all conditions that must be satisfied before completion
3. Completion Requirements: Detailed list of documents and actions required at completion
4. Warranties: Full set of warranties given by the seller regarding the company and shares
5. Properties: Details of any real estate owned by the company
6. Intellectual Property: Schedule of company's IP rights and registrations
7. Material Contracts: List of key contracts that are material to the business
8. Form of Transfer Instruments: Pro-forma share transfer documents required under Qatari law
Authors
Financial Services
Real Estate
Manufacturing
Technology
Retail
Healthcare
Energy
Construction
Telecommunications
Professional Services
Hospitality
Transport and Logistics
Legal
Finance
Corporate Affairs
Compliance
Risk Management
Corporate Secretariat
Investment
Board Secretariat
Corporate Development
Mergers and Acquisitions
Chief Executive Officer
Chief Financial Officer
Corporate Lawyer
Legal Counsel
Company Secretary
Finance Director
Investment Manager
Corporate Affairs Manager
Compliance Officer
Board Director
Managing Director
Commercial Director
Business Development Manager
Risk Manager
Financial Controller
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