Document background
The Company Sale Agreement is a fundamental transaction document used in Belgian corporate acquisitions to formalize the sale and purchase of a company. It is essential when transferring ownership of a Belgian company, whether through a share sale or asset purchase structure. The agreement must comply with Belgian law, particularly the Companies and Associations Code, and address specific Belgian legal requirements regarding employee rights, competition law, and tax implications. This document is typically prepared following preliminary agreements such as letters of intent or memoranda of understanding, and precedes various closing documents. It contains detailed provisions on purchase price mechanics, warranties, indemnities, conditions precedent, and post-closing obligations, along with comprehensive schedules covering company information, warranties, and disclosures. The agreement is particularly important for ensuring legal certainty and managing risk allocation between parties in Belgian corporate transactions.
