UNITED KINGDOM

Transfer all of the outstanding shares of a U.K. private limited company to another company with this Share Purchase Agreement.

• Waiver of Rights. All pre-emption rights over the shares will be waived.
• Responsibility for Costs. The purchaser agrees to pay all reasonable costs and expenses related to the purchase of the shares, up to a specified amount. The vendor is responsible for paying all costs which exceed that maximum.
• Specific Performance. Each party is entitled to enforce specific performance.
• Representations and Warranties. Each party provides the standard representations and warranties with respect to corporate standing, authority to enter into the agreement, no conflict with laws or charter documents, and no claims pending or threatened.
• Legal Jurisdiction. This downloadable agreement template is intended for use only by companies formed within the United Kingdom.
• Format of Template. This Share Purchase Agreement is available in MS Word format and is fully editable to meet your exact needs.

The sale of a business requires a lot of documentation. Sell your business as a going concern with this template Sale of Business Agreement for UK companies.

• The assets being sold include the plant and machinery, business property, intellectual property, any software developed for the business, goodwill, information and records, and the benefit of all existing contracts.
• The consideration paid for the business will be a specified sale price, together with the discharge of the seller's debt obligations to the business' bank, and a number of shares in the purchaser or a subsidiary company owned by the purchaser.
• The parties intend that the transfer of the business fall under Article 5 of the Value Added Tax (Special Provisions) Order 1995.
• The purchaser will take over all employee contracts effective as of the date of completion.
• The seller agrees to non-competition and non-solicitation provisions for a specified period of time following the transaction.
• The agreement is governed by English law and can be used throughout the United Kingdom.

Preparing your own paperwork can save you a lot of money on solicitors' fees. Download this fully customisable UK Sale of Business Agreement.