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Letter Of Intent Share Purchase Template for Philippines

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Key Requirements PROMPT example:

Letter Of Intent Share Purchase

"I need a Letter of Intent Share Purchase for acquiring 60% ownership in a Philippine manufacturing company, with completion targeted for March 2025 and including specific provisions for management retention and environmental compliance due diligence."

Document background
A Letter Of Intent Share Purchase is commonly used in the Philippines as a preliminary step in corporate acquisitions and investments. It serves to document the serious intent of parties to proceed with a share purchase transaction while maintaining flexibility for negotiations. The document typically precedes the more detailed Share Purchase Agreement and is particularly important in the Philippine context where business relationships and preliminary commitments carry significant weight. It should comply with Philippine corporate laws, including the Revised Corporation Code and Securities Regulation Code. While mostly non-binding, it often includes binding provisions on confidentiality, exclusivity, and good faith negotiations. This document is essential for establishing clear communication between parties and securing initial commitments before proceeding with detailed due diligence and final documentation.
Suggested Sections

1. Date and Addresses: Opening of letter with current date and proper addresses of both parties

2. Subject Line: Clear identification of the document as a Letter of Intent for Share Purchase

3. Introduction: Opening paragraph identifying the parties and their roles (seller and purchaser)

4. Transaction Overview: Brief description of the proposed transaction, including the target company and shares to be purchased

5. Purchase Price: Proposed purchase price and payment terms

6. Due Diligence: Overview of the due diligence process and timeline

7. Timeline: Proposed timeline for completing the transaction

8. Exclusivity: Terms of exclusivity period if applicable

9. Confidentiality: Reference to existing or inclusion of new confidentiality provisions

10. Binding Provisions: Clear statement of which provisions are intended to be binding

11. Closing: Signature blocks and formal closing of the letter

Optional Sections

1. Conditions Precedent: Major conditions that must be met before proceeding with the transaction - include if there are specific regulatory or third-party approvals needed

2. Break Fee: Include if parties agree to a break fee arrangement for withdrawal from negotiations

3. Financing: Include if the purchase is subject to financing arrangements

4. Management Retention: Include if there are specific arrangements or requirements regarding current management

5. Post-Closing Covenants: Include if there are specific post-closing obligations to be highlighted

6. Governing Law and Jurisdiction: Include if parties want to specify jurisdiction different from default Philippine law

Suggested Schedules

1. Price Calculation: Detailed breakdown of purchase price calculation if complex

2. Transaction Timeline: Detailed timeline with key milestones and deadlines

3. Key Terms Sheet: Summary of key commercial terms for quick reference

4. Target Company Information: Basic information about the target company and shares to be purchased

Authors

Alex Denne

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

Relevant legal definitions
Clauses





















Relevant Industries

Financial Services

Manufacturing

Technology

Real Estate

Retail

Healthcare

Energy

Telecommunications

Agriculture

Mining

Transportation

Construction

Education

Professional Services

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Executive Leadership

Business Development

Due Diligence

Corporate Secretarial

Investment

Risk Management

Compliance

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Lawyer

General Counsel

Investment Manager

Managing Director

Business Development Director

Corporate Development Manager

M&A Director

Finance Director

Board Member

Company Secretary

Investment Banker

Due Diligence Manager

Transaction Advisory Manager

Industries







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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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