Share Purchase Agreement | Australia

Sell the assets, goodwill and inventory of an Australian business with this template Agreement for Sale of a Business.

• The business is being sold as a going concern.
• The balance of the purchase price, after the down payment and earnest money deposit, will be secured by a promissory note which is included in the package.
• The seller makes certain representations and warranties regarding the business and its operations, including compliance with all applicable laws.
• The buyer covenants to treat all information as confidential, and to carry sufficient hazard and liability insurance until the promissory note is paid in full.
• The sale is conditional upon the buyer being provided with, and being satisfied with, information and records of the business.

You can pay a solicitor a lot of money to prepare your paperwork. Or you can save money by downloading the Australia Agreement for Sale of Business.

Set up a business partnership between two or more partners with this General Partnership Agreement template for Australia.

• The term of the partnership is open ended, and will continue until all the partners agree to dissolve the partnership.
• The agreement provides for additional capital contributions to be injected into the partnership by all partners when a cash call is made.
• The partners cannot make voluntary capital contributions or make withdrawals of capital without the consent of all partners.
• No partner may loan money to the partnership without the approval of the other partners.
• Calculation and allocation of profits and losses will not take into account any tax-exempt income.
• Method for appointing a managing partner to run the day to day operations.
• Partners may engage in outside business activities so long as they do not compete with the partnership's business.
• The partnership will not dissolve upon the death, disability or withdrawal of a partner.
• Right of first refusal by other partners to purchase the interest of a withdrawing partner.
• Available in MS Word format and fully editable to fit your circumstances.
• Intended to be used only within Australia.

Set out how the shares of an Australian corporation are to be transferred or sold under this customizable Australia Shareholder Agreement.

• Each shareholder has a right of first refusal to purchase any shares being disposed of by the other shareholder(s) before the shares can be offered to third parties.
• Shareholders not wishing to exercise their right of first refusal can transfer a pro rata share of the offered securities to the other remaining shareholders.
• The shareholders also have a right of first refusal to purchase new securities being issued by the corporation.
• If a shareholder is in default (as defined in the agreement), the other shareholders have a call option; in other words, they have the option to purchase the defaulting shareholder's shares at fair market value.
• The procedure for avoiding deadlock in votes is set out.
• The template also includes non-competition and confidentiality clauses.
• Every corporation with more than one shareholder should have a Shareholder Agreement in place.
• Available in MS Word format.
• Intended to be used only within Australia.