Stock Swap Agreement Template for Saudi Arabia

1. Shariah Compliance: Section confirming compliance with Islamic law principles, required if any party requires Shariah compliance confirmation

2. Foreign Investment Provisions: Additional provisions required if any party is a foreign entity, addressing SAGIA requirements

3. Employee Matters: Provisions dealing with employee transfers or benefits, if the swap involves significant operational integration

4. Intellectual Property: Specific provisions for IP rights transfer or licensing, if relevant to the transaction

5. Competition Compliance: Additional provisions if the transaction requires competition authority approval

6. Break Fee: Provisions for termination fees, if agreed between parties

1. Share Details Schedule: Detailed description of shares being exchanged, including share certificates numbers and shareholder information

2. Valuation Report: Independent valuation report and swap ratio calculations

3. Conditions Precedent Checklist: List of all required approvals and conditions to be satisfied

4. Disclosure Schedule: Exceptions to representations and warranties

5. Corporate Authorizations: Copies of board and shareholder resolutions approving the swap

6. Regulatory Filings: Forms and documents required for CMA and other regulatory approvals

7. Closing Checklist: Detailed list of documents and actions required for closing

8. Form of Transfer Instruments: Template documents for executing the share transfers