Cross Purchase Agreement for Singapore

Cross Purchase Agreement Template for Singapore

A Cross Purchase Agreement under Singapore law is a legally binding contract between shareholders that establishes a framework for the purchase and sale of shares upon specific triggering events such as death, disability, or retirement of a shareholder. The agreement, governed by Singapore legislation including the Companies Act and Contract Law, provides a structured mechanism for share valuation, transfer procedures, and payment terms. It typically includes provisions for funding arrangements, often through life insurance policies, and ensures business continuity while protecting both departing shareholders and their beneficiaries.

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What is a Cross Purchase Agreement?

The Cross Purchase Agreement is essential for businesses seeking to maintain control over ownership transitions and ensure business continuity under Singapore law. It is particularly valuable for closely-held companies, professional practices, and family businesses where maintaining control over share ownership is crucial. The agreement addresses key scenarios such as shareholder departure, death, or disability, providing clear procedures for share valuation and transfer. It typically includes funding mechanisms, often through life insurance, and must comply with Singapore's Companies Act, Contract Law, and relevant financial regulations. The Cross Purchase Agreement helps prevent potential disputes by establishing predetermined terms for share transfers and protecting both the company's and shareholders' interests.

What sections should be included in a Cross Purchase Agreement?

1. Parties: Identification of all parties to the agreement, including their registered addresses and company details

2. Background/Recitals: Context of the agreement, including the purpose and intent of the parties

3. Definitions: Key terms used throughout the agreement and their specific meanings

4. Purchase and Sale of Shares: Core provisions regarding the transfer of shares, including price and payment terms

5. Triggering Events: Events that activate the cross-purchase mechanism (death, disability, retirement, etc.)

6. Valuation Mechanism: Method for determining share value when trigger events occur

7. Payment Terms: Structure and timing of payments for share purchases

8. Representations and Warranties: Standard assurances from all parties regarding their capacity and authority

9. Governing Law and Jurisdiction: Specification of Singapore law and courts' jurisdiction

What sections are optional to include in a Cross Purchase Agreement?

1. Insurance Provisions: Details of life insurance policies funding the agreement, used when life insurance is used to fund the purchase

2. Tag-Along Rights: Rights of minority shareholders to join in share sales, used when protecting minority shareholders

3. Drag-Along Rights: Rights to force minority shareholders to join in share sales, used when majority shareholders need exit flexibility

4. Non-compete Provisions: Restrictions on competing activities post-sale, used when protecting business interests post-transfer

What schedules should be included in a Cross Purchase Agreement?

1. Schedule 1 - Share Details: Details of shares subject to the agreement, including class and number

2. Schedule 2 - Valuation Formula: Detailed methodology for share valuation

3. Schedule 3 - Insurance Policies: Details of associated insurance policies (if applicable)

4. Schedule 4 - Deed of Adherence: Template for new shareholders to join the agreement

5. Appendix A - Company Information: Corporate documents and financial statements

6. Appendix B - Shareholders' Details: Complete information about current shareholders

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Cost

Free to use

Relevant legal definitions

Clauses

Relevant Industries

Professional Services
Technology
Manufacturing
Financial Services
Healthcare
Retail
Family Businesses
Professional Partnerships
SMEs

Relevant Teams

Legal
Finance
Corporate Secretarial
Risk Management
Compliance
Executive Management
Board of Directors
Corporate Governance
Shareholder Relations

Relevant Roles

Chief Executive Officer
Chief Financial Officer
Company Secretary
Corporate Lawyer
Business Owner
Managing Director
Partner
Shareholder
Board Member
Corporate Governance Officer

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What is a Cross Purchase Agreement?

What sections should be included in a Cross Purchase Agreement?

What sections are optional to include in a Cross Purchase Agreement?

What schedules should be included in a Cross Purchase Agreement?

Authors

Alex Denne

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