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Sale Of Equity Agreement

Sale Of Equity Agreement Generator for United Arab Emirates

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Key Requirements PROMPT example:

Sale Of Equity Agreement

"I need a Sale of Equity Agreement for selling 100% of my Dubai-based technology consulting company to a European corporate buyer, with completion scheduled for March 2025, including provisions for employee retention and intellectual property transfer."

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Document background
A Sale of Equity Agreement is a crucial legal document used in the United Arab Emirates for transferring ownership of shares or equity interests in a company. This document is essential when shareholders wish to sell their stake in a business, during corporate restructuring, or in merger and acquisition transactions. The agreement must comply with UAE Federal Law No. 32 of 2021 and related regulations, particularly regarding foreign ownership restrictions and regulatory approvals. It typically includes detailed provisions on purchase price, payment mechanisms, warranties, representations, conditions precedent, and completion requirements. The document is particularly important in the UAE context due to specific local requirements for share transfers, corporate governance, and economic substance regulations.
Suggested Sections

1. Parties: Identification of the Seller(s) and Buyer(s), including full legal names and registration details as required under UAE law

2. Background: Recitals describing the company whose shares are being sold, the current ownership structure, and the intention to sell

3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation

4. Sale and Purchase: Core transaction terms including number of shares, percentage of ownership, and purchase price

5. Purchase Price and Payment: Detailed payment terms, payment method, and any adjustments to the purchase price

6. Conditions Precedent: Prerequisites to completion, including regulatory approvals and third-party consents

7. Completion: Mechanics of closing, including timing, location, and actions required by each party

8. Seller's Warranties: Representations and warranties from the seller regarding the shares, company, and business

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

10. Pre-Completion Obligations: Conduct of business requirements between signing and completion

11. Post-Completion Obligations: Actions required after completion, including company record updates and regulatory filings

12. Confidentiality: Obligations regarding transaction confidentiality and company information

13. Announcements: Requirements for public announcements or disclosures of the transaction

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

15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Tag-Along Rights: Include when minority shareholders need protection in case of future sales

2. Drag-Along Rights: Include when majority shareholders want the right to force minority shareholders to join in a future sale

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

4. Transitional Services: Include when the seller will provide ongoing services to the company post-completion

5. Tax Covenant: Include when specific tax indemnities or allocations are required

6. Earn-out Provisions: Include when part of the purchase price is contingent on future performance

7. Employee Matters: Include when specific arrangements for key employees are needed

8. Intellectual Property Rights: Include when IP transfer or protection is a significant consideration

Suggested Schedules

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

2. Company Information: Key details about the company, including registration, licenses, and corporate structure

3. Warranties: Detailed warranties and representations by the seller

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

5. Encumbrances: List of any existing charges, liens, or other encumbrances on the shares

6. Material Contracts: List of important contracts and agreements of the company

7. Property Schedule: Details of company's real estate assets if relevant

8. Completion Accounts: Format and requirements for any completion accounts

9. Intellectual Property: Schedule of company's IP rights and registrations

Authors

Alex Denne

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Board
Business Day
Buyer
Companies Law
Company
Completion
Completion Date
Confidential Information
Consideration
Disclosure Letter
Effective Date
Encumbrance
Financial Statements
Governmental Authority
Intellectual Property Rights
Material Adverse Change
Material Contract
Purchase Price
Sale Shares
Seller
Signing Date
Shareholders Agreement
Tax
Transaction Documents
UAE
UAE Dirham
Warranties
Working Hours
Articles of Association
Commercial License
Economic Substance Regulations
Escrow Account
Foreign Direct Investment Law
Share Certificate
Trade License
Transfer Instrument
Commercial Register
Clauses
Interpretation
Sale and Purchase
Purchase Price
Payment Terms
Conditions Precedent
Pre-completion Obligations
Completion
Post-completion Obligations
Seller Warranties
Buyer Warranties
Indemnification
Confidentiality
Non-Competition
Share Transfer Restrictions
Regulatory Compliance
Anti-Money Laundering
Foreign Ownership
Board Composition
Shareholder Rights
Tag-Along Rights
Drag-Along Rights
Dispute Resolution
Governing Law
Force Majeure
Notices
Assignment
Severability
Entire Agreement
Amendment
Third Party Rights
Costs
Further Assurance
Counterparts
Announcements
Tax Matters
Employee Matters
Intellectual Property
Relevant Industries

Financial Services

Technology

Real Estate

Manufacturing

Healthcare

Retail

Energy

Professional Services

Transportation

Construction

Hospitality

Education

Media and Entertainment

Telecommunications

Relevant Teams

Legal

Finance

Corporate Development

Compliance

Executive Leadership

Investment

Company Secretarial

Risk Management

Corporate Finance

Mergers & Acquisitions

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Managing Director

Corporate Lawyer

Legal Counsel

Investment Manager

Business Development Director

Company Secretary

Financial Controller

Compliance Officer

Board Member

Shareholder

Private Equity Manager

M&A Director

Corporate Finance Manager

Due Diligence Specialist

Industries
UAE Federal Law No. 32 of 2021 (Commercial Companies Law): Primary legislation governing companies in the UAE, including provisions for share transfers, shareholder rights, and corporate governance requirements
UAE Federal Law No. 5 of 1985 (Civil Transactions Law): Governs general contractual principles, obligations, and civil transactions in the UAE
UAE Federal Decree-Law No. 14 of 2018 (Central Bank Law): Regulates financial institutions and certain types of securities transactions
UAE Federal Decree-Law No. 19 of 2018 (Foreign Direct Investment Law): Governs foreign ownership restrictions and requirements for various business activities
SCA Board of Directors' Decision No. (3/R.M) of 2017: Regulates the promotion and introduction of securities, including private placements and share transfers
UAE Federal Decree-Law No. 7 of 2017 (Tax Procedures Law): Establishes framework for tax compliance and procedures relevant to equity transfers
UAE Cabinet Resolution No. 31 of 2019 (Economic Substance Regulations): Requires certain entities to demonstrate adequate economic substance in the UAE
UAE Federal Law No. 4 of 2012 (Competition Law): Regulates anti-competitive practices and requires approval for certain large-scale acquisitions
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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