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A Business Purchase Agreement outlines the complete terms and conditions when buying or selling a company in Denmark. It captures key details like the purchase price, payment terms, and exactly which assets and liabilities are being transferred between the buyer and seller.

Under Danish contract law, this legally binding document protects both parties by clearly stating what's included in the sale, from physical assets and intellectual property to employee contracts and existing customer relationships. It also addresses important Danish regulatory requirements, including competition laws, workers' rights provisions, and any needed approvals from authorities like the Danish Business Authority.

Use a Business Purchase Agreement any time you're buying or selling a company in Denmark—even for smaller transactions between family members or business partners. This agreement becomes essential when transferring ownership of business assets, customer lists, intellectual property, or ongoing contracts.

The agreement proves particularly important during complex transactions involving multiple shareholders, specialized equipment, or international parties. Danish law requires detailed documentation of ownership transfers, and having this agreement helps satisfy regulatory requirements while protecting both parties from future disputes about what was included in the sale or how post-sale obligations work.

• Business Purchase Contract: The comprehensive, final agreement covering all terms of the business sale, including assets, liabilities, and warranties.
• Letter Of Intent To Purchase Business: Initial document outlining basic terms and showing serious interest before detailed negotiations begin.
• Contract For Sale Of Business: Simplified version focused on straightforward business transfers with standard terms under Danish law.
• Business Acquisition Letter Of Intent: More detailed preliminary agreement used for complex acquisitions involving multiple parties or assets.
• Commercial Letter Of Intent To Purchase: Specialized version for commercial property or retail business acquisitions with location-specific terms.

• Business Owners and Shareholders: Key decision-makers who sign the Business Purchase Agreement as buyers or sellers, responsible for final approval of terms and conditions.
• Corporate Lawyers: Draft and review the agreement, ensure compliance with Danish business law, and protect their clients' interests during negotiations.
• Financial Advisors: Help determine fair valuation, structure payment terms, and assess tax implications under Danish regulations.
• Accountants: Review financial statements, verify assets and liabilities, and ensure accurate representation of business value.
• Danish Business Authority: Oversees business transfers and maintains official records of ownership changes in the Danish company register.

• Business Details: Gather complete legal names, registration numbers, and addresses of all parties involved in the sale.
• Asset Inventory: Create detailed lists of physical assets, intellectual property, contracts, and customer relationships being transferred.
• Financial Documents: Collect recent financial statements, tax returns, and proof of ownership for all assets included.
• Employee Information: Document current employment contracts, benefits, and obligations under Danish labor laws.
• Purchase Terms: Define clear payment structure, timeline, and any conditions that must be met before closing.
• Regulatory Requirements: Check if the transfer needs approval from Danish authorities or meets industry-specific regulations.

• Party Information: Complete legal names, registration numbers, and authorized representatives of buyer and seller under Danish law.
• Purchase Price: Exact amount, payment terms, and any adjustments based on closing accounts or performance metrics.
• Asset Description: Detailed inventory of all tangible and intangible assets being transferred.
• Warranties: Seller's guarantees about business condition, hidden liabilities, and compliance with Danish regulations.
• Employee Rights: Provisions ensuring compliance with Danish labor laws and transfer of undertakings rules.
• Closing Conditions: Specific requirements that must be met before ownership transfer, including regulatory approvals.
• Dispute Resolution: Choice of Danish law and jurisdiction for handling any future conflicts.

A Business Purchase Agreement differs significantly from a Share Purchase Agreement in several key ways, though both are used in Danish business transactions. Understanding these differences helps you choose the right document for your situation.

• Asset Transfer Scope: Business Purchase Agreements cover the transfer of specific business assets, operations, and liabilities, while Share Purchase Agreements only transfer ownership of company shares.
• Due Diligence Focus: Business Purchase Agreements require detailed assessment of individual assets and contracts, whereas Share Purchase Agreements concentrate on company-level evaluation.
• Employee Rights: Under Danish law, Business Purchase Agreements must address specific employee transfer protections (virksomhedsoverdragelse), while Share Purchase Agreements typically don't affect employment relationships.
• Regulatory Requirements: Business Purchase Agreements often need additional permits and registrations for asset transfers, while Share Purchase Agreements mainly require updates to the shareholder registry.