Share purchase agreement

Share purchase agreement (or SPA): is the main transaction document setting out the terms relating to share and purchase of shares in the company. The provisions of the SPA will largely depend on the commercial terms agreed by the parties and will be drafted on the basis of legal due diligence conducted by the solicitors on both sides of the transaction, that is performed prior to the drafting process. The common clauses found in an SPA include price and consideration, any conditions to which the transaction is subject to (such as shareholder consents or regulatory approval), representation and warranties made by the parties to the agreement, tax provisions and any post-completion matters to be addressed.