The Stock Purchase Agreement (SPA) is a crucial legal document used in Indian corporate transactions when transferring ownership of company shares from sellers to buyers. It is essential for both private and public company transactions, though requirements vary based on whether the company is listed. The agreement must comply with Indian corporate law, including the Companies Act 2013, SEBI regulations (for listed companies), and relevant tax laws. It typically includes detailed provisions about the transaction structure, representations and warranties, indemnities, and closing conditions. This document is particularly important in mergers and acquisitions, strategic investments, and corporate restructuring, providing a legally binding framework that protects all parties' interests while ensuring regulatory compliance. The SPA must be stamped in accordance with Indian stamp duty laws and may require various regulatory approvals depending on the transaction size and sector.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership聽of your docs
1. Parties: Identification of the seller(s), purchaser(s), and the target company
2. Background: Context of the transaction and current ownership structure
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Sale and Purchase of Shares: Core transaction terms including number of shares, price, and payment terms
5. Conditions Precedent: Conditions that must be satisfied before completion
6. Pre-Completion Obligations: Parties' obligations between signing and completion
7. Completion: Mechanics of closing the transaction, including timing and deliverables
8. Seller's Representations and Warranties: Warranties regarding share ownership, authority to sell, and company status
9. Company Representations and Warranties: Warranties about the company's business, assets, and liabilities
10. Purchaser's Representations and Warranties: Warranties regarding authority to purchase and financial capacity
11. Indemnification: Provisions for compensation in case of breach of warranties or covenants
12. Confidentiality: Obligations regarding transaction and company information
13. Announcements: Rules for public statements about the transaction
14. Governing Law and Jurisdiction: Choice of Indian law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Tag-Along Rights: Used when minority shareholders need protection to sell their shares alongside majority shareholders
2. Drag-Along Rights: Included when majority shareholders want the right to force minority shareholders to join in a sale
3. Non-Competition: Added when sellers need to be restricted from competing post-sale
4. Regulatory Approvals: Required when the transaction needs specific regulatory clearances
5. Employee Matters: Included when there are specific arrangements regarding key employees
6. Tax Matters: Added when specific tax arrangements or indemnities are needed
7. Foreign Investment Compliance: Required for transactions involving foreign investors
8. Earn-out Provisions: Used when part of the purchase price is contingent on future performance
1. Details of the Shares: Complete description of shares being transferred including share certificate numbers
2. Company Information: Details of the target company including corporate information and capital structure
3. Warranties: Detailed warranties about the company and its business
4. Disclosure Schedule: Exceptions and qualifications to the warranties
5. Material Contracts: List and copies of important company contracts
6. Intellectual Property: Details of company's IP rights and registrations
7. Properties: List of company's real estate and leased properties
8. Employee Information: Details of key employees and benefit plans
9. Completion Deliverables: List of documents and actions required at completion
10. Form of Share Transfer Deed: Template for executing the share transfer
Find the exact document you need
Lease Agreement Form
An Indian law-compliant agreement establishing terms and conditions between property owner and tenant for the rental of residential or commercial property.
Download
Evergreen Contract
An automatically renewing contract template compliant with Indian law, designed for ongoing business relationships.
Download
Contract For Deed
An Indian law-compliant agreement where property is sold through installment payments, with the seller retaining title until full payment is received.
Download
Bespoke Contract
A customized legal agreement tailored to specific business requirements under Indian law, incorporating both mandatory legal provisions and specialized commercial terms.
Download
Supplementary Agreement
An Indian law-governed document that modifies or adds to an existing agreement while maintaining its core structure and legal framework.
Download
Public Contract
An Indian law-governed agreement between a government entity and private party for public procurement, following government procurement regulations and compliance requirements.
Download
Partnership Agreement In Written Form
A legally binding agreement under Indian law that establishes a partnership between two or more parties, defining their rights, responsibilities, and business relationship.
Download
Business Agreement
A legally binding business agreement under Indian law establishing commercial relationships between parties, incorporating key provisions and compliance requirements.
Download
Warrant Agreement
An Indian law-governed agreement establishing terms for issuance and exercise of warrants, complying with SEBI regulations and Companies Act requirements.
Download
Triple Net Lease Agreement
An Indian law-governed lease agreement where the tenant is responsible for property taxes, insurance, and maintenance costs in addition to rent.
Download
Surety Agreement
An Indian law-governed agreement where a surety guarantees the payment or performance obligations of a principal debtor to a creditor.
Download
Subscription Agreement
An Indian law-governed agreement establishing terms for recurring access to products or services, defining rights and obligations of service providers and subscribers.
Download
Sub Tenancy Agreement
An Indian law-compliant agreement allowing a tenant to lease their rented property to another party, subject to state-specific regulations and original lease terms.
Download
Short Term Contract
An Indian law-governed contract for temporary employment relationships, establishing terms and conditions for fixed-duration engagements while ensuring compliance with local labor regulations.
Download
Scheduling Agreement
An Indian law-governed framework agreement establishing terms for scheduled, recurring deliveries of goods or services with predetermined quantities and timelines.
Download
Probationary Contract
An Indian law-governed employment agreement establishing terms for a probationary period of employment, including conditions for permanent confirmation.
Download
Purchase Proposal
A formal document under Indian law outlining a buyer's intent to purchase specific goods or services, including key terms and conditions.
Download
Novation Agreement (Real Estate)
An Indian law-governed agreement transferring rights and obligations under an existing real estate contract from one party to another, with the consent of all parties involved.
Download
Novation Agreement
An Indian law-governed tripartite agreement that transfers contractual rights and obligations from one party to another, with all parties' consent.
Download
Option Contract (Real Estate)
An Indian law-governed agreement granting exclusive rights to purchase specified real estate property within a set timeframe and price.
Download
Material Contract
An Indian law-governed agreement establishing terms for material supply, including specifications, quality standards, and delivery terms.
Download
Labor Contract
An Indian law-compliant employment agreement establishing terms and conditions between employer and employee.
Download
Lease Deed
An Indian law-compliant legal document establishing terms and conditions for leasing property between a lessor and lessee.
Download
Informal Contract
Template for creating simple, legally valid informal contracts under Indian law, suitable for small businesses and freelancers.
Download
Individual Contract
An Indian law-governed employment contract establishing terms and conditions between employer and employee, ensuring compliance with local labor laws.
Download
Franchise Agreement
An Indian law-governed agreement establishing a franchise relationship, granting business operation rights under the franchisor's brand and system.
Download
Form For Independent Contractor
Standard Indian law-compliant Independent Contractor Agreement template for establishing and managing independent service provider relationships.
Download
Encroachment Agreement
An Indian law-compliant agreement that resolves property encroachment issues between parties, establishing rights and obligations regarding the encroached property.
Download
Executive Contract
An Indian law-governed employment agreement for executive positions, defining terms of employment, duties, compensation, and obligations in compliance with Indian corporate and labor laws.
Download
Contingency Contract
An Indian law-governed Contingency Contract establishing obligations dependent on specified future uncertain events, structured under the Indian Contract Act, 1872.
Download
Consent Agreement
An Indian law-compliant agreement documenting explicit consent for personal data collection and processing, ensuring legal data handling practices.
Download
Business To Business Contract
An Indian law-governed contract template for establishing commercial relationships between business entities, ensuring compliance with Indian contract law and commercial regulations.
Download
Barter Agreement
An Indian law-governed agreement facilitating the direct exchange of goods/services between parties without monetary consideration.
Download
Master Contract
An Indian law-governed framework agreement that establishes standard terms and conditions for future specific agreements between parties.
Download
Notarial Contract
An Indian law-governed contract formally authenticated by a licensed notary public, providing enhanced legal certainty and evidentiary value.
Download
Basic Ordering Agreement
An Indian law-governed master agreement establishing terms and conditions for future orders between parties, streamlining recurring business transactions.
Download
Guarantee Contract
An Indian law-governed contract where a guarantor undertakes to fulfill another party's obligations to a beneficiary upon default.
Download
Tenancy Agreement Form
An Indian law-compliant agreement establishing terms and conditions between landlord and tenant for property rental, incorporating relevant state and central legislation requirements.
Download
General Tenancy Agreement
An Indian law-compliant agreement establishing terms and conditions for property rental between landlord and tenant, governed by Indian property legislation and state-specific regulations.
Download
Contract Agreement Form
A standardized contract agreement template compliant with Indian law, establishing legally binding terms between parties.
Download
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)