Document background
The Company Sales Agreement is a crucial document used in corporate transactions under Belgian law when one party intends to acquire another company, either through a share purchase or asset purchase structure. This agreement serves as the primary transaction document that outlines all material terms and conditions of the sale, including purchase price, payment terms, warranties, and indemnities. It must comply with Belgian corporate law requirements, particularly the Belgian Companies and Associations Code and the Civil Code, while also adhering to relevant EU regulations. The document is typically prepared following initial negotiations and due diligence, and may be preceded by a letter of intent or memorandum of understanding. It includes comprehensive provisions protecting both parties' interests, addressing employee rights, tax implications, and regulatory compliance requirements specific to the Belgian jurisdiction.
