Document background
The Share Sale and Purchase Agreement is a fundamental document used in corporate acquisitions and business sales in Belgium. It serves as the primary transaction document when transferring ownership of a company through the sale of its shares. This agreement must comply with Belgian corporate law, particularly the Companies and Associations Code, and may also need to address EU regulatory requirements depending on the transaction size and nature. The document typically includes comprehensive details about the transaction structure, purchase price mechanisms, warranties and representations, conditions precedent, completion mechanics, and post-closing obligations. It's particularly important in private M&A transactions and requires careful consideration of Belgian-specific legal requirements, including notarization requirements for certain types of shares and specific corporate governance rules.
