Stock Swap Agreement Template for Australia

1. Regulatory Compliance: Required when the swap needs specific regulatory approvals or compliance measures

2. Foreign Investment Provisions: Include when the swap involves international parties or FIRB approval

3. Integration Provisions: Include when the swap requires specific post-completion integration steps

4. Shareholder Rights: Required when special voting or dividend rights are part of the swap

5. Employee Matters: Include when the swap affects employee share schemes or requires specific employee arrangements

6. Break Fee: Include when parties agree to compensation if the swap fails under certain circumstances

7. Anti-dilution Provisions: Include to protect against share value dilution before completion

1. Schedule 1 - Share Details: Detailed description of shares being swapped including class, rights, and current ownership

2. Schedule 2 - Company Information: Key information about both companies including corporate details and financial statements

3. Schedule 3 - Completion Requirements: Detailed checklist of actions required for completion

4. Schedule 4 - Form of Transfer Documents: Pro forma share transfer forms and other required documentation

5. Schedule 5 - Warranties: Detailed warranties about the shares and companies

6. Schedule 6 - Regulatory Approvals: List of required regulatory approvals and status

7. Appendix A - Calculation of Exchange Ratio: Methodology and calculations for determining the share exchange ratio

8. Appendix B - Completion Timetable: Detailed timeline of pre-completion and completion actions