Document background
The Company Acquisition Contract is a fundamental transaction document used in mergers and acquisitions under Dutch law. It is employed when one company intends to acquire another entity, either through share purchase or asset transfer. The document comprehensively addresses all aspects of the transaction, from initial purchase terms to post-completion obligations. It must comply with specific Dutch legal requirements, including the Dutch Civil Code (Burgerlijk Wetboek), Works Councils Act, and Competition Act. The contract typically includes detailed provisions for purchase price mechanisms, warranties, indemnities, conditions precedent, and completion mechanics. It's particularly crucial for ensuring compliance with Dutch corporate governance requirements, employee rights protection, and competition regulations. The document serves as the cornerstone of the acquisition process, supported by extensive due diligence and various ancillary agreements.
