Memorandum Of Understanding For Share Transfer Template for Philippines

1. Due Diligence: Include when preliminary due diligence arrangements need to be specified

2. Foreign Ownership Provisions: Required when the transfer involves foreign investors and needs to comply with Philippine foreign ownership restrictions

3. Tax Considerations: Include when specific tax arrangements or understanding need to be documented

4. Regulatory Approvals: Include when the transfer requires specific regulatory approvals (e.g., SEC, Philippine Competition Commission)

5. Break Fee: Include when parties want to specify compensation if either party withdraws from the proposed transaction

6. Exclusivity: Include when parties want to ensure exclusive negotiations for a specific period

7. Future Shareholders' Rights: Include when parties want to outline post-transfer shareholder arrangements

1. Schedule 1 - Share Details: Detailed information about the shares including share certificates numbers, class rights, and current ownership

2. Schedule 2 - Company Information: Key corporate information including registration details, directors, and current capital structure

3. Schedule 3 - Proposed Timeline: Detailed timeline with key milestones and deadlines for the share transfer process

4. Schedule 4 - Due Diligence Requirements: List of documents and information required for due diligence

5. Appendix A - Corporate Authorizations: Forms of corporate approvals required for the transfer

6. Appendix B - Draft Transfer Instruments: Template or draft of share transfer instruments to be used