A share purchase agreement is a contract that generally applies in writing and sets out all the conditions governing the sale of shares in a company. It is a simple subscription contract for new shares in which the buyer does not need full guarantees on the condition of the company. He or she should already know the company very well, trust existing shareholders or buy at a price that greatly reduces risk. It is therefore an ideal document for situations such as: additional participation of an existing shareholder, employee buy-in or the entry of a parent into a family business. The document is suitable for companies in each sector and subscriptions of all sizes. If the company is a «regulated business» and the above two questions are answered in the affirmative, the purchaser must submit an offer to the other shareholders of the company in accordance with Section 123 of the 2008 Company. If the seller has a properly drafted ME, there is generally a right of pre-emption in favour of the other shareholders included in the MOI or at least an article providing that any shareholder to whom an assignee wishes to transfer shares must be approved by the other shareholders. Summary A share sale agreement can be used when a shareholder sells to a buyer all the shares he owns in a company, if the buyer is already an existing shareholder of the company. A written share sale agreement contains, among other things, a reference to confidentiality and restrictions. The agreement applies to more than one shareholder who sells his shares, if any. For the purposes of this note, we assume that the proposed transaction will take place between two parties negotiating the length of the weapons, and the purpose of the agreement is to be for shares in a private company. It is important to determine whether the company in which the shares are held (the «company») is a «regulated company,» as provided for in Part B – Corporate Panels and Regulations Authority, 2008. If the sale also represents the share of the sale of all or most of the holding company`s assets, the shareholders of the holding company must also give their consent by way of a special decision.