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1. Regulatory Compliance: Required for transactions subject to specific regulatory oversight or approval requirements

2. Anti-dilution Provisions: Protection against share value dilution, typically included for public companies

3. Lock-up Provisions: Restrictions on selling swapped shares for a certain period, often used in strategic transactions

4. Board Representation: Rights to board seats post-swap, included when part of the strategic arrangement

5. Tag-Along/Drag-Along Rights: Included when future sale rights are part of the transaction structure

6. Integration Planning: Required for swaps involving operational integration of businesses

7. Employee Matters: Needed when the swap affects employment arrangements or employee share schemes

8. Intellectual Property Rights: Required when IP ownership or licensing is affected by the swap

1. Share Details: Detailed description of shares being swapped, including class, rights, and numbers

2. Company Information: Corporate details, shareholding structure, and subsidiaries of each party

3. Financial Statements: Recent financial statements of both companies

4. Material Contracts: List of significant contracts that may be affected by the swap

5. Intellectual Property: Schedule of IP rights owned by each company

6. Completion Requirements: Detailed list of documents and actions required at completion

7. Form of Transfer Instruments: Templates for share transfer forms and other required documentation

8. Regulatory Approvals: List of required governmental or regulatory approvals

9. Encumbrances: Details of any existing charges or encumbrances on the shares

10. Warranties: Detailed warranties given by each party