Share Contribution Agreement Template for Germany

1. Anti-dilution Protection: Provisions protecting the value of the contribution against future dilution, used when the receiving entity may issue new shares

2. Employee Matters: Provisions regarding employees if the contributed shares represent a significant portion of a business

3. Regulatory Approvals: Required when the transaction needs specific regulatory clearances

4. Post-Closing Covenants: Obligations of parties after closing, included when ongoing commitments are needed

5. Tax Indemnity: Specific tax-related indemnifications, used when complex tax implications exist

6. Integration Provisions: Used when the contribution is part of a larger transaction or corporate reorganization

7. Non-Competition: Restrictions on contributor's future activities, used when contributor retains industry involvement

1. Share Details: Detailed description of the shares, including share certificates numbers and shareholding history

2. Company Information: Corporate information about the company whose shares are being contributed

3. Closing Checklist: List of all documents and actions required for closing

4. Form of Transfer Documents: Templates for share transfer forms and other required transfer documentation

5. Encumbrances: List of any existing encumbrances on the shares

6. Corporate Approvals: Copies of required corporate approvals and resolutions

7. Valuation Report: Independent valuation of the contributed shares if required

8. Due Diligence Findings: Summary of key due diligence findings if applicable