Share Purchase Agreements

Share Purchase Agreements
6 CPD hours

Registration is between 9.30am and 9.45am. The course starts at 10am.

This training course aims to provide junior lawyers with an introduction to drafting and negotiating an SPA (Sales and Purchase Agreement)so that they can become familiar with the principal operative clauses of, and warranty schedule to, this type of agreement. This course should give participants a greater degree of confidence when dealing with an SPA and other related documents whether acting for a seller or buyer on an acquisition of shares.

The objectives of the training course are to enable participants to:

• Understand the main provisions in an SPA and be familiar with related documents in the transaction.
• Gain an overview of who are the appropriate parties and how this affects the warranties and limitations of liability.
• Understand the importance of definitions and conditions precedent.
• Analyse key operative clauses relating to sale and purchase, consideration and the mechanics of exchange and completion.
• Consider warranties and indemnities including an introduction to negotiating and drafting issues when reviewing the schedule of warranties.
• Understand the need for both a tax deed of indemnity and tax warranties in an SPA.
• Consider restrictive covenants and other clauses in the SPA.