Share Purchase Agreement

A Share Purchase Agreement is a legal contract for the sale and purchase of existing shares in a company between a seller and buyer. It details the terms, conditions, and warranties of the share transfer.

AED 1,450per document, VAT extra · platform fee and VAT added at checkout · lawyer review optional
21 SHORT STEPSWORD (.DOCX)INSTANT DOWNLOADUAE LAW
WHAT YOU WILL BE ASKED
  1. 01Agreement Basics
  2. 02Company Information
  3. 03Investor/Purchaser Information
  4. 04Share Details
  5. 05Purchase Price & Valuation
  6. 06Payment Terms
  7. 07Capitalization
  8. 08Financial Information
  9. 09Completion Details
  10. 10Pre-Completion Covenants
  11. 11Post-Completion Obligations
  12. 12Transfer Rights (ROFR/Tag-Along/Drag-Along)
  13. 13Non-Compete & Non-Solicitation
  14. 14Indemnification
  15. 15Dispute Resolution
  16. 16Confidentiality
  17. 17Termination
  18. 18Notices
  19. 19Miscellaneous Provisions
  20. 20Schedules & Disclosures
  21. 21Signatures
INCLUDED · AED 1,450

The finished document in Word

Filled from your answers, formatted on the UAE template, downloaded the moment payment clears. Yours to edit and reuse.

INCLUDED

A preview before you pay

Every answer highlighted in the document so you can check names, dates and figures before the total is charged.

ADD-ON AT CHECKOUT · + AED 499

Lawyer review before you sign

A licensed lawyer reads your filled document after payment and returns it in Word with tracked changes and a short note. Ticked on or off at checkout.

About this document

What it is for, what UAE law expects and when to ask a lawyer instead.

What is a Share Purchase Agreement (SPA)?

A Share Purchase Agreement (SPA) is the definitive contract used when a buyer purchases existing shares from a seller (an existing shareholder).

This is different from a "Share Subscription Agreement," which is used when the company issues new shares. In an SPA, the money typically goes to the selling shareholder, not the company.

The "Gold Standard" for Exits

Whether you are buying out a co-founder or acquiring a company, the SPA is the critical document that transfers legal title of the shares.

In the UAE, this document is often required to be notarized (for mainland LLCs) or presented to the Free Zone registrar to update the company's license and share register.

What Crucial Information Does It Cover?

A robust SPA protects the buyer against hidden liabilities:

1. Representations & Warranties

The seller guarantees broadly that the company has no hidden debts, lawsuits, or tax issues.

2. Indemnity

A promise by the seller to reimburse the buyer if any pre-sale liabilities (like an old fine) pop up later.

3. Conditions Precedent

Events that must happen before the deal closes, such as getting government approval or bank consent.

4. Non-Compete

Prevents the seller from immediately starting a rival business and taking all the customers.

Risks of Non-Compliance

Hidden Debts

Without warranties, you buy the company "as is"—debts, lawsuits, and all.

Title Fraud

Ensures the seller actually owns the shares and hasn't pledged them as security to a bank.

Employee Flight

Sellers might poach key employees after selling. Non-solicitation clauses prevent this.

Buy and sell with confidence. Draft a comprehensive SPA in minutes with Rilaih.

Not sure this is the right document?

Tell us the deal in a few lines. A consultant replies within one working day with the document you actually need and its price.