Document background
The Share And Asset Purchase Agreement (SAPA) is a sophisticated transaction document used when a buyer wishes to acquire both shares in a company and specific assets, either from the same seller or related sellers, in a single transaction. This document is particularly relevant under Austrian law where transactions may require both share transfer elements (governed by corporate law) and asset transfer components (governed by commercial and property law). The agreement typically includes comprehensive provisions covering purchase price allocation, tax implications, employee transfers, and regulatory compliance requirements. It is commonly used in corporate restructurings, business acquisitions, and group reorganizations where both corporate ownership and specific assets need to be transferred. The document must comply with Austrian formal requirements, including notarization for share transfers in GmbH (limited liability company) cases and proper asset transfer documentation, while also considering EU regulations where applicable.
