Document background
The Preliminary Share Purchase Agreement serves as a crucial initial step in Austrian M&A transactions, establishing the groundwork for share acquisitions while providing legal protection for all parties during the negotiation phase. This document is typically used when parties have agreed on basic terms but require a formal framework for due diligence and detailed negotiations. It includes both binding elements (such as confidentiality and exclusivity) and non-binding elements (such as the final purchase price and conditions), reflecting Austrian legal requirements and market practice. The agreement must comply with Austrian corporate law, particularly regarding share transfer restrictions and corporate approvals, while providing flexibility for the parties to progress toward a definitive agreement. It's especially important in complex transactions where detailed due diligence is required or when regulatory approvals need to be obtained.
