Stock Sale Agreement

Stock Sale Agreement Template for Denmark

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Document background

The Stock Sale Agreement is a crucial document used in Danish corporate transactions when transferring ownership of company shares from one party to another. It is particularly relevant in private company acquisitions, corporate restructurings, and investment transactions under Danish law. The agreement must comply with the Danish Companies Act (Selskabsloven) and related regulations, including EU directives applicable in Denmark. The document typically includes detailed provisions on share valuation, payment terms, representations and warranties, conditions precedent, and completion mechanics. It serves as the primary transaction document that protects both parties' interests while ensuring regulatory compliance and proper transfer of ownership rights. The agreement's structure and content reflect specific Danish legal requirements and market practices, making it distinct from similar agreements in other jurisdictions.

Suggested Sections

1. Parties: Identification of the seller(s) and buyer(s), including full legal names and addresses

2. Background: Context of the transaction, including brief description of the company whose shares are being sold

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

4. Sale and Purchase: Core transaction terms including number of shares, price, and payment terms

5. Conditions Precedent: Conditions that must be satisfied before completion of the sale

6. Pre-Completion Obligations: Obligations of parties between signing and completion

7. Completion: Mechanics of closing the transaction, including timing and delivery requirements

8. Seller's Warranties: Representations and warranties regarding the shares and the company

9. Buyer's Warranties: Representations and warranties from the buyer, including capacity to purchase

10. Limitations on Liability: Limitations on the parties' liability under the warranties and indemnities

11. Confidentiality: Obligations regarding confidential information

12. Announcements: Requirements for public announcements about the transaction

13. Notices: Process for formal communications between parties

14. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes

15. Execution: Signature blocks and execution formalities

Optional Sections

1. Tag-Along Rights: Used when minority shareholders need protection to join in sale on same terms

2. Drag-Along Rights: Used when majority shareholders need right to force minorities to join in sale

3. Non-Competition: Include when seller needs to be restricted from competing post-sale

4. Earn-Out Provisions: Used when part of purchase price is contingent on future performance

5. Employee Matters: Include when specific arrangements for key employees are part of the transaction

6. Tax Covenant: Detailed tax-related warranties and indemnities, used in larger transactions

7. Break Fee: Include when parties want to specify compensation for failed transaction

8. Transitional Services: Used when seller will provide services to company post-completion

Suggested Schedules

1. Share Details: Details of shares being sold including share certificates and shareholder information

2. Warranties: Detailed warranties about the company and its business

3. Company Information: Key details about the company including corporate documents and structure

4. Properties: Details of company's real estate holdings and leases

5. Intellectual Property: List of company's IP rights and registrations

6. Material Contracts: List and details of company's important contracts

7. Employees: Information about key employees and employment terms

8. Completion Requirements: Detailed list of documents and actions required at completion

9. Data Room Index: Index of due diligence materials provided

10. Disclosed Matters: Specific disclosures against warranties

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