The Stock Sale And Purchase Agreement is a crucial document used in Indian corporate transactions when transferring ownership of company shares between parties. It is essential for both private and public company share transfers, requiring careful consideration of Indian corporate law, securities regulations, and tax implications. The agreement becomes necessary when shareholders wish to sell their stake, during corporate restructuring, in M&A transactions, or when implementing investment strategies. It must comply with the Companies Act, 2013, SEBI regulations (for listed companies), and other relevant Indian legislation. The document typically includes detailed provisions on share valuation, payment terms, representations and warranties, indemnification clauses, and regulatory compliance requirements. Foreign investment considerations under FEMA may also apply when international parties are involved.
Your data doesn't train Genie's AI
You keep IP ownership of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc
1. Parties: Identification of the seller(s), purchaser(s), and the company whose shares are being sold
2. Background: Context of the transaction, including company details and purpose of the sale
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Sale and Purchase of Shares: Core transaction terms including number of shares, price per share, and aggregate consideration
5. Conditions Precedent: Prerequisites that must be satisfied before completion of the transaction
6. Completion: Details of when, where, and how the transfer will be completed, including completion obligations
7. Seller's Warranties: Representations and warranties regarding the shares, company, and seller's capacity
8. Purchaser's Warranties: Representations and warranties regarding the purchaser's capacity and authority
9. Pre-Completion Obligations: Obligations of parties between signing and completion, including conduct of business
10. Post-Completion Obligations: Actions required after completion, including regulatory filings and notifications
11. Indemnification: Indemnity provisions for breach of warranties or other obligations
12. Confidentiality: Obligations regarding confidential information and announcements
13. Governing Law and Jurisdiction: Choice of Indian law and jurisdiction for dispute resolution
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Tag-Along Rights: Include when minority shareholders need protection in case of majority stake sale
2. Drag-Along Rights: Include when majority shareholders want the right to force minority shareholders to join the sale
3. Non-Compete and Non-Solicitation: Include when seller is required to restrict future business activities
4. Earn-out Provisions: Include when part of purchase price is contingent on future performance
5. Foreign Investment Compliance: Include when transaction involves foreign investors and FEMA compliance
6. Tax Indemnity: Include when specific tax risks need separate indemnity coverage
7. Employee Matters: Include when transaction affects key employees or employment terms
8. Regulatory Compliance: Include for listed companies or when specific regulatory approvals are needed
1. Details of the Company: Corporate information, share capital structure, and shareholding pattern
2. Details of the Sale Shares: Specific information about shares being transferred including share certificate numbers
3. Warranties: Detailed warranties about the company, business, and shares
4. Completion Obligations: Detailed list of documents and actions required at completion
5. Encumbrances: List of existing encumbrances on shares or company assets
6. Material Contracts: List of important contracts affecting the company's business
7. Intellectual Property: Details of company's IP rights and registrations
8. Property Details: Information about company's real estate and leased properties
9. Outstanding Litigation: Details of pending legal proceedings
10. Required Consents: List of third-party and regulatory consents required
11. Disclosure Letter: Exceptions and qualifications to warranties
Relevant legal definitions
Affiliate
Agreement
Board
Business
Business Day
Completion
Completion Date
Conditions Precedent
Confidential Information
Consideration
Disclosure Letter
Effective Date
Encumbrance
Financial Statements
Financial Year
Governmental Authority
Group
INR
Intellectual Property Rights
Law
Liabilities
Long Stop Date
Material Adverse Effect
Material Contracts
Parties
Purchase Price
Purchaser
RBI
Related Party
Sale Shares
SEBI
Seller
Shareholders
Shares
Signing Date
Stamp Duty
Subsidiaries
Target Company
Tax
Third Party
Transaction
Transaction Documents
Transfer
Warranties
Working Capital
Agreement
Board
Business
Business Day
Completion
Completion Date
Conditions Precedent
Confidential Information
Consideration
Disclosure Letter
Effective Date
Encumbrance
Financial Statements
Financial Year
Governmental Authority
Group
INR
Intellectual Property Rights
Law
Liabilities
Long Stop Date
Material Adverse Effect
Material Contracts
Parties
Purchase Price
Purchaser
RBI
Related Party
Sale Shares
SEBI
Seller
Shareholders
Shares
Signing Date
Stamp Duty
Subsidiaries
Target Company
Tax
Third Party
Transaction
Transaction Documents
Transfer
Warranties
Working Capital
Clauses
Sale and Purchase
Purchase Price
Payment Terms
Conditions Precedent
Completion Obligations
Pre-Completion Covenants
Post-Completion Covenants
Seller Warranties
Purchaser Warranties
Company Warranties
Indemnification
Confidentiality
Non-Compete
Non-Solicitation
Tax Matters
Employee Matters
Regulatory Compliance
Foreign Investment Compliance
Share Transfer Mechanics
Board Composition
Representations
Information Rights
Tag-Along Rights
Drag-Along Rights
Exit Rights
Dispute Resolution
Governing Law
Force Majeure
Assignment
Notices
Costs and Expenses
Stamp Duty
Amendment
Severability
Entire Agreement
Further Assurance
Counterparts
Third Party Rights
Termination
Purchase Price
Payment Terms
Conditions Precedent
Completion Obligations
Pre-Completion Covenants
Post-Completion Covenants
Seller Warranties
Purchaser Warranties
Company Warranties
Indemnification
Confidentiality
Non-Compete
Non-Solicitation
Tax Matters
Employee Matters
Regulatory Compliance
Foreign Investment Compliance
Share Transfer Mechanics
Board Composition
Representations
Information Rights
Tag-Along Rights
Drag-Along Rights
Exit Rights
Dispute Resolution
Governing Law
Force Majeure
Assignment
Notices
Costs and Expenses
Stamp Duty
Amendment
Severability
Entire Agreement
Further Assurance
Counterparts
Third Party Rights
Termination
Relevant Industries
Technology
Manufacturing
Financial Services
Healthcare
Real Estate
Retail
Energy
Infrastructure
Telecommunications
Professional Services
E-commerce
Pharmaceuticals
Automotive
Consumer Goods
Media and Entertainment
Relevant Teams
Legal
Finance
Corporate Development
Mergers & Acquisitions
Compliance
Company Secretarial
Due Diligence
Risk Management
Corporate Strategy
Board Secretariat
Investment Banking
Tax
Relevant Roles
Chief Executive Officer
Chief Financial Officer
General Counsel
Corporate Lawyer
Investment Banker
Company Secretary
M&A Director
Legal Director
Finance Director
Corporate Development Manager
Due Diligence Manager
Compliance Officer
Board Director
Managing Director
Transaction Advisory Partner
Find the exact document you need
Installment Sales Contract (Real Estate)
An Indian law-governed contract for real estate sales through structured installment payments, outlining payment terms, possession, and title transfer conditions.
find out more
Contract To Sell (Real Estate)
An Indian law-governed agreement establishing terms and conditions for the future sale of real property, creating mutual obligations between seller and purchaser.
find out more
Contract To Buy And Sell (Real Estate)
An Indian law-governed agreement for the sale and purchase of real estate property, detailing terms, conditions, and compliance requirements for property transfer.
find out more
Contract For The Sale And Purchase Of (Real Estate)
An Indian law-governed agreement detailing terms and conditions for real estate property sale and purchase, ensuring legal compliance and protecting parties' interests.
find out more
Buy Sell Contract (Real Estate)
An Indian law-governed agreement for the sale and purchase of real estate property, detailing terms, conditions, and statutory compliance requirements.
find out more
Buy Sell Agreement (Real Estate)
A legally binding agreement under Indian law that documents the terms and conditions for the transfer of real estate property from seller to buyer.
find out more
Advance Agreement For Sale Of Flat
An Indian law-compliant preliminary agreement establishing terms and conditions for the future sale of a flat between developer and purchaser, subject to RERA regulations.
find out more
Letter Of Intent To Sell (Real Estate)
An Indian law-compliant preliminary document expressing intent to sell real estate, outlining key transaction terms and conditions while maintaining a generally non-binding nature.
find out more
Real Estate Contract Assignment Form
An Indian legal document that enables the transfer of rights and obligations under an existing real estate purchase contract from one party to another, compliant with Indian property laws.
find out more
Assignment Of Purchase And Sale Agreement Form
An Indian law-compliant document that transfers rights and obligations under an existing Purchase and Sale Agreement from original purchaser to new purchaser.
find out more
Home Sale Contract Form
An Indian law-compliant contract form for residential property sales, detailing terms and conditions for legal transfer of property ownership.
find out more
Real Estate Purchase Offer
An Indian law-compliant document presenting a formal offer to purchase real estate property, detailing terms, conditions, and purchase price.
find out more
Purchase Sale Agreement Form
An Indian law-compliant agreement documenting the terms and conditions for the sale and purchase of goods or property between parties.
find out more
Crude Oil Sale And Purchase Agreement
An Indian law-governed agreement establishing terms for crude oil sale and purchase, incorporating key requirements under Indian petroleum legislation.
find out more
Agreement For Sale Of Flat
An Indian law-compliant agreement documenting the terms and conditions for the sale and purchase of a residential flat, adhering to RERA requirements.
find out more
Real Estate Pre Sale Agreement
An Indian RERA-compliant agreement between developer and purchaser for the sale of under-construction real estate property.
find out more
Purchase And Sale Deed
An Indian legal document that transfers property ownership from seller to buyer, requiring registration under the Transfer of Property Act, 1882.
find out more
Owner To Owner House Sale Contract
An Indian law-governed contract for direct property sale between private owners, covering essential terms and conditions for residential property transfer.
find out more
Letter Of Intent To Sell Land
A preliminary document under Indian law expressing intent to sell specified land property, outlining basic terms and conditions for the proposed transaction.
find out more
Land Sales Agreement
A legal agreement under Indian law governing the sale and purchase of land property, detailing terms, conditions, and obligations of the transaction parties.
find out more
Final Sale Agreement
A legally binding agreement under Indian law that documents the final terms and conditions for the complete transfer of ownership of property or assets from seller to purchaser.
find out more
Estate Purchase Agreement
A legally binding agreement for property transfer in India, outlining terms of sale and complying with Indian property laws.
find out more
Conditional Sale And Purchase Agreement
An Indian law-governed agreement setting out terms and conditions for a conditional sale transaction, including payment terms, transfer conditions, and contingencies.
find out more
Confidentiality Agreement For Sale Of Business
An Indian law-governed agreement protecting confidential information during business sale proceedings, ensuring secure information exchange during due diligence and negotiations.
find out more
Basic Buy Sell Agreement
An Indian law-governed agreement establishing core terms for the sale and purchase of goods between parties, including price, delivery, and transfer of ownership.
find out more
Agreement For Sale Contract
An Indian law-governed contract establishing terms and conditions for property sale, including purchase price, payment terms, and transfer obligations.
find out more
Commercial Real Estate Offer To Purchase Form
A legally binding offer document for commercial real estate purchases in India, outlining key terms and conditions under Indian property law.
find out more
Land Purchase Advance Agreement
An Indian law-governed agreement establishing terms for advance payment and conditions for land purchase, serving as a preliminary contract before the final sale deed.
find out more
Commercial Real Estate Sale Agreement
An Indian law-governed agreement for the sale and purchase of commercial real estate, outlining transaction terms and ensuring legal compliance.
find out more
Basic Real Estate Sales Contract
An Indian law-governed contract for the sale and purchase of real estate property, outlining key terms and ensuring legal compliance with property transfer regulations.
find out more
Formal Sale And Purchase Agreement
An Indian law-governed agreement documenting the terms and conditions for the sale and purchase of assets, property, or business between parties.
find out more
Short Form Purchase And Sale Agreement
An Indian law-governed template for straightforward purchase and sale transactions, incorporating essential elements while maintaining brevity.
find out more
Purchase And Resale Agreement
An Indian law-governed agreement establishing terms for purchase and subsequent resale of goods, including pricing, delivery, and quality standards.
find out more
Second Hand Bike Purchase Agreement
An Indian law-compliant agreement for the sale and purchase of a second-hand motorcycle, including ownership transfer and warranty terms.
find out more
Non Compete Asset Purchase Agreement
An Indian law-governed agreement combining asset purchase provisions with non-compete restrictions, ensuring compliant transfer of business assets while limiting seller's future competitive activities.
find out more
Sale Of Personal Goodwill Agreement
An Indian law-governed agreement for transferring personal goodwill, including professional relationships and reputation, from an individual to a purchasing entity.
find out more
Agreement For Sale Of Agricultural Land
An Indian law-governed agreement for the sale and purchase of agricultural land, ensuring compliance with agricultural property transfer regulations and state-specific requirements.
find out more
Lot Land Purchase And Sale Agreement
An Indian law-governed agreement for the purchase and sale of lot land, detailing property transfer terms and conditions.
find out more
House Buying Agreement
An Indian law-governed agreement documenting the terms and conditions for the sale and purchase of residential property, ensuring legal transfer of ownership.
find out more
Business Purchase Term Sheet
A preliminary document outlining key terms and conditions for a business purchase in India, serving as a framework for negotiating definitive agreements under Indian law.
find out more
Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; Genie’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)
.png)