Equity Repurchase Agreement Template for Germany

1. Market Abuse Regulation Compliance: Required for listed companies, detailing compliance with MAR requirements

2. Staged Completion: Used when the repurchase occurs in multiple tranches

3. Price Adjustment: Included when the purchase price may be adjusted based on specific triggers or conditions

4. Bank Guarantee: Required when payment security is needed or for large transactions

5. Tag-Along Rights: Relevant when only part of a shareholder's holding is being purchased

6. Regulatory Compliance: Additional section for regulated industries or when specific regulatory approvals are required

7. Employee Matters: Relevant when the seller is/was an employee or when repurchase is linked to employment termination

1. Schedule 1 - Share Details: Detailed description of the shares being repurchased, including share certificates numbers and shareholder register details

2. Schedule 2 - Corporate Authorizations: Copies of board resolutions, shareholder resolutions, and other corporate approvals

3. Schedule 3 - Completion Requirements: Detailed list of documents and actions required at completion

4. Schedule 4 - Form of Transfer Instruments: Template share transfer forms and other required transfer documentation

5. Schedule 5 - Warranties: Detailed warranties and any specific limitations or qualifications

6. Appendix A - Calculation of Purchase Price: If applicable, detailed methodology for price calculation or adjustment

7. Appendix B - Payment Mechanics: Detailed payment instructions and bank account details