Ƶ

Stock Buyback Agreement for Belgium

Stock Buyback Agreement Template for Belgium

A comprehensive legal agreement governed by Belgian law that establishes the terms and conditions under which a company repurchases its own shares from existing shareholders. The document ensures compliance with the Belgian Companies and Associations Code (BCAC) and relevant EU regulations, including specific provisions regarding corporate governance, financial market regulations, and shareholder rights. It details the purchase price, transfer mechanics, representations and warranties, and includes necessary regulatory compliance measures, particularly important for listed companies subject to additional market abuse prevention requirements.

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Get template free

Your data doesn't train Genie's AI

You keep IP ownership of your docs

4.6 / 5
4.6 / 5
4.8 / 5

What is a Stock Buyback Agreement?

The Stock Buyback Agreement is a crucial document used when a Belgian company wishes to repurchase its own shares from existing shareholders, whether for capital structure optimization, excess cash utilization, or other strategic purposes. This agreement must strictly comply with Articles 7:215 to 7:221 of the Belgian Companies and Associations Code (BCAC), which outline specific requirements for share buybacks, including authorization thresholds and procedural requirements. The document is particularly important in scenarios involving listed companies, where additional EU Market Abuse Regulation compliance is necessary. It includes detailed provisions on purchase price determination, transfer mechanics, tax implications, and required regulatory approvals, while ensuring proper corporate governance and shareholder protection under Belgian law.

What sections should be included in a Stock Buyback Agreement?

1. Parties: Identification of the company conducting the buyback and the selling shareholder(s)

2. Background: Context of the buyback, including corporate authorizations and relevant shareholder resolutions

3. Definitions: Definitions of key terms used throughout the agreement

4. Subject Matter and Scope: Details of the shares to be repurchased, including number, class, and percentage of total share capital

5. Purchase Price: Specification of the purchase price per share and total consideration, including payment terms and mechanisms

6. Closing Conditions: Conditions precedent to the completion of the buyback, including regulatory approvals and corporate authorizations

7. Representations and Warranties: Standard representations from both parties, including authority to enter into the agreement and title to shares

8. Closing Mechanics: Procedures for the transfer of shares and payment, including timing and documentation requirements

9. Tax Provisions: Allocation of responsibility for taxes arising from the transaction

10. Confidentiality: Obligations regarding the confidential treatment of the transaction and related information

11. Notices: Process and contact details for formal communications between parties

12. Governing Law and Jurisdiction: Specification of Belgian law as governing law and jurisdiction for disputes

13. Execution: Signature blocks and execution formalities

What sections are optional to include in a Stock Buyback Agreement?

1. Market Abuse Prevention: Required for listed companies, detailing compliance with EU Market Abuse Regulation requirements

2. Shareholders' Agreement Compliance: Required when existing shareholders' agreements affect the buyback terms

3. Regulatory Compliance: Required for regulated entities or when specific regulatory approvals are needed

4. Share Transfer Restrictions: Required when there are existing transfer restrictions that need to be addressed

5. Multiple Closings: Required for phased buyback programs with multiple completion dates

6. Tag-Along Rights: Required when other shareholders have tag-along rights that need to be addressed

7. Employee Share Scheme Provisions: Required when the buyback involves shares held under employee share schemes

What schedules should be included in a Stock Buyback Agreement?

1. Schedule 1 - Share Details: Detailed information about the shares being repurchased, including share certificates numbers and acquisition history

2. Schedule 2 - Corporate Authorizations: Copies of board resolutions, shareholder approvals, and other corporate authorizations

3. Schedule 3 - Calculation of Purchase Price: Detailed methodology and calculations for determining the purchase price

4. Schedule 4 - Closing Checklist: List of all documents and actions required for closing

5. Schedule 5 - Form of Transfer Instruments: Template forms for share transfer documentation

6. Appendix A - Disclosure Schedule: Disclosures against representations and warranties

7. Appendix B - Regulatory Filings: Copies of required regulatory notifications and approvals

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Belgium

Publisher

Ƶ

Cost

Free to use

Find the exact document you need

Private Equity Partnership Agreement

Belgian law-governed agreement establishing a private equity partnership structure, defining partner relationships, investments, and governance framework.

Download

Financial Advisor Agreement

Belgian law-governed agreement establishing the terms and conditions for financial advisory services, compliant with FSMA requirements and MiFID II.

Download

Investment Deed

A Belgian law-governed document that formalizes investment terms and conditions, establishing rights and obligations between investors and the recipient company.

Download

Investment Protection Agreement

Belgian law-governed agreement establishing investment protection framework and mechanisms for investor rights, obligations, and dispute resolution.

Download

Bilateral Investment Agreement

Belgian law-governed agreement establishing investment protection and promotion framework between two countries, incorporating domestic and EU legal requirements.

Download

Private Investment Contract

Belgian law-governed agreement establishing terms and conditions for private investment, including investor rights and company obligations.

Download

Shareholders Agreement And Share Subscription Agreement

A Belgian law-governed agreement combining share subscription terms and shareholders' rights and obligations, establishing the framework for corporate investment and ongoing shareholder relationships.

Download

Purchase Of Shares Agreement

Belgian law-governed agreement for the sale and purchase of company shares, detailing transaction terms and conditions under Belgian corporate regulations.

Download

Memorandum Of Agreement For Investment

A Belgian-law governed agreement establishing terms and conditions for corporate investment, detailing investment structure, rights, and obligations of all parties.

Download

Loss Share Agreement

A Belgian law-governed agreement establishing terms for sharing losses between multiple parties in financial or commercial transactions.

Download

Investment Mandate Agreement

Belgian law-governed agreement establishing terms for discretionary investment management services, compliant with local financial regulations and EU directives.

Download

International Investment Agreement

Belgian law-governed agreement establishing terms and protections for foreign investment in Belgium, incorporating domestic and EU regulatory requirements.

Download

Agreement For Transfer Of Shares

A Belgian law-governed agreement that documents and effectuates the transfer of company shares between parties, outlining all essential terms and conditions of the transaction.

Download

Hedge Fund Subscription Agreement

A Belgian law-governed agreement establishing the terms for investor subscription to a hedge fund, ensuring compliance with Belgian and EU financial regulations.

Download

Preferred Equity Agreement

Belgian law-governed agreement establishing terms for preferred equity issuance, including shareholder rights and investment conditions.

Download

Real Estate Investment Partnership Agreement

Belgian law-governed agreement establishing a partnership structure for real estate investment activities, defining partner relationships and operational framework.

Download

Bond Repurchase Agreement

Belgian law-governed agreement establishing framework for bond repurchase transactions between financial institutions, compliant with Belgian and EU financial regulations.

Download

Share Purchase Agreement And Shareholders Agreement

A Belgian law-governed agreement combining share purchase terms and ongoing shareholder arrangements for company ownership and governance.

Download

Private Equity Shareholders Agreement

Belgian law-governed shareholders agreement establishing rights and obligations between private equity investors and other shareholders, including governance and exit provisions.

Download

Investment Club Partnership Agreement

A Belgian law-governed agreement establishing an investment club partnership, defining member rights, investment terms, and operational procedures.

Download

Stock Agreement

A Belgian law-governed agreement detailing the terms and conditions for the sale and purchase of company shares, ensuring compliance with Belgian corporate regulations.

Download

Friends And Family Investment Agreement

Belgian law-governed agreement formalizing investment arrangements between family members or friends and business owners, including investment terms and mutual protections.

Download

Investment Commitment Agreement

A Belgian law-governed agreement establishing terms and conditions for capital investment, including investment structure, execution terms, and parties' rights and obligations.

Download

Subscription Agreement Private Placement

A Belgian law-governed agreement documenting an investor's subscription for securities in a private placement, complying with Belgian financial regulations and EU directives.

Download

Startup Investment Agreement

Belgian law-governed agreement setting out terms and conditions for startup investment, including share allocation, investor rights, and governance provisions.

Download

Investment Guarantee Agreement

A Belgian law agreement establishing investment guarantee terms and conditions, providing security and risk mitigation for investment transactions.

Download

Equity Commitment Agreement

A Belgian law-governed agreement establishing the terms for equity investment commitment, including investment amount, conditions, and closing mechanics.

Download

Stock Loan Agreement

A Belgian law-governed agreement establishing terms for securities lending transactions between financial institutions, including collateral arrangements and regulatory compliance requirements.

Download

Share Lending Agreement

Belgian law-governed Share Lending Agreement establishing terms for temporary transfer of shares between parties, with associated collateral and fee arrangements.

Download

Private Equity Agreement

Belgian law-governed agreement establishing terms and conditions for private equity investment, including investment structure, shareholder rights, and governance mechanisms.

Download

Real Estate Investment Agreement

Belgian law-governed agreement structuring real estate investment terms, conditions, and parties' rights and obligations in property investment transactions.

Download

Convertible Note Purchase Agreement

A Belgian law-governed agreement for issuing convertible notes that can transform into company equity, detailing investment terms and conversion rights.

Download

Investment Advisory Agreement

Belgian law-governed agreement establishing terms for investment advisory services, compliant with local financial regulations and MiFID II.

Download

Stock Buyback Agreement

Belgian law-governed agreement setting out terms for a company's repurchase of its own shares, ensuring compliance with BCAC and EU regulations.

Download

Investment Loan Agreement

Belgian law-governed agreement setting out terms and conditions for investment financing between a lender and borrower, including loan terms, security arrangements, and compliance requirements.

Download

Stock Swap Agreement

A Belgian law-governed agreement facilitating the exchange of shares between parties, detailing exchange terms, valuations, and regulatory compliance requirements.

Download

Investment Partnership Agreement

Belgian law-governed agreement establishing an investment partnership, defining terms for capital contributions, management, and profit sharing.

Download

Equity Investment Agreement

Belgian law-governed agreement detailing terms and conditions for equity investment in a company, including share allocation, shareholder rights, and investor protections.

Download

Share Subscription Agreement

A Belgian law-governed agreement documenting terms and conditions for the subscription of newly issued shares in a company, subject to the Belgian Code of Companies and Associations.

Download

Investment And Shareholders Agreement

A Belgian law-governed agreement documenting investment terms and establishing ongoing shareholder relationships, including governance, rights, and obligations of all parties.

Download
See more related templates

ұԾ’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ұԾ’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it