Share Purchase Agreement

The Share Purchase Agreement sets out the terms for purchasing and transferring shares in a proprietary limited company under Australian law, and includes the following clauses:

• sale and purchase of sale shares
• conditions precedent and completion
• the vendor’s conduct of the business prior to completion
• vendor assistance and access to documents
• obligations of vendor at completion
• conduct after completion
• warranties and general indemnities
• right of purchaser to terminate the agreement
• confidentiality
• taxes, costs and expenses
• general provisions

It is for use in accordance with Australian law.  As all transactions are different, the template does not include detailed warranties.

Before buying shares you should consider undertaking Due Diligence to review, among other things, the business, including the assets and liabilities of the company, the Directors and other shareholders.