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Cross Purchase Agreement for the United Kingdom

Cross Purchase Agreement Template for England and Wales

A Cross Purchase Agreement is a legal contract governed by English and Welsh law that establishes the framework for shareholders to purchase the shares of other shareholders upon specific triggering events such as death, disability, or retirement. The agreement ensures business continuity by providing a clear mechanism for share transfers, preventing unwanted third-party ownership, and establishing predetermined valuation methods. It typically includes provisions for funding arrangements, often through life insurance policies, and detailed procedures for executing the share transfers.

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Cross Purchase Agreement

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What is a Cross Purchase Agreement?

A Cross Purchase Agreement is essential for businesses operating under English and Welsh law that wish to maintain control over their ownership structure and ensure smooth transition of shares between shareholders. This document becomes particularly crucial when shareholders want to prevent shares from being transferred to unknown third parties or when they need a clear framework for share transfers upon significant events. The agreement typically details the purchase obligations, valuation methods, funding mechanisms, and procedural requirements for share transfers. It's commonly used alongside shareholders' agreements and articles of association to provide comprehensive protection for both the business and its shareholders.

What sections should be included in a Cross Purchase Agreement?

1. Parties: Identification of all participating shareholders and the company

2. Background/Recitals: Context of the agreement and current shareholding structure

3. Definitions: Key terms used throughout the agreement

4. Purchase Obligation: Core obligations to purchase shares upon triggering events

5. Purchase Price: Methodology for determining share value and payment terms

6. Triggering Events: Events that activate the purchase obligation (death, disability, retirement, etc.)

7. Closing Procedures: Process and requirements for completing the share transfer

8. Representations and Warranties: Standard assurances from all parties

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

1. Insurance Provisions: Details of life insurance policies funding the purchase

2. Right of First Refusal: Process for offering shares to existing shareholders before external sale

3. Disability Provisions: Specific terms for purchase upon disability

4. Dispute Resolution: Procedures for resolving disagreements

What schedules should be included in a Cross Purchase Agreement?

1. Current Shareholding Schedule: Details of existing share ownership

2. Valuation Methodology: Detailed formula or process for share valuation

3. Insurance Policies Schedule: Details of life insurance policies and beneficiaries

4. Share Transfer Form: Template stock transfer form

5. Deed of Adherence: Template for new shareholders to join the agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

England and Wales

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions





























Clauses





























Industries

Companies Act 2006: Primary legislation governing share transfers, directors' duties, and company records and filing requirements

Law of Property Act 1925: Fundamental legislation covering transfer of property rights and legal formalities in property transactions

Financial Services and Markets Act 2000: Regulatory framework for financial activities and services in the UK

Contract Law Principles: Common law principles including contract formation, consideration, capacity to contract, and the Misrepresentation Act 1967

Tax Legislation: Various Finance Acts covering Stamp Duty, Stamp Duty Reserve Tax, Capital Gains Tax, and Corporation Tax implications

Competition Law: Competition Act 1998 and Enterprise Act 2002, including EU retained law post-Brexit considerations

Data Protection Laws: UK GDPR and Data Protection Act 2018 governing the handling of personal and corporate data

Insolvency Act 1986: Legislation providing protection against corporate insolvency and personal bankruptcy implications

Partnership Law: Partnership Act 1890 and Limited Partnerships Act 1907 governing partnership arrangements and obligations

Financial Services Regulations: Regulatory framework for insurance policies and financial compliance in cross-purchase arrangements

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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