There comes a point in the period of ownership of any Shareholder where he or she is looking to dispose of the shares. It may be that someone is looking for a change in lifestyle or is seeking to retire or simply wishes to encourage the Company to move to another level that they do not feel able to support. This decision making process will inevitably lead to an individual or corporate entity looking to dispose of its shares by way of a share sale.
The various elements of such a transaction involve;
- finding a Buyer;
- agreeing Heads of Terms;
- agreeing a share sale document;
- disclosing information in respect of the operation of the business;
- dealing with enquiries;
- finalising transfer documents and ancillary documents such as Minutes and Resolutions of the Board and resignation of Directors; and
- finally signing the share transfer transferring ownership of the share from one party to another.
This can be a simple or a complex transaction dependent upon the size of the Company and the level of disclosure and warranties that are required.
We have particular expertise in this area of law and are able to advise at all stages of the process. It is important to consider not only the terms that are reached for the sale of the shares, but also any warranties that are attached, any continuing liability that any Seller may have, and any requirements of a Buyer to ensure that the business is as described.