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Letter Of Intent To Sell Shares Template for Singapore

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Key Requirements PROMPT example:

Letter Of Intent To Sell Shares

"I need a Letter of Intent to Sell Shares for the sale of 25% ownership in my Singapore technology startup to a foreign investor, with a 60-day exclusivity period and completion targeted for March 2025."

Document background
A Letter of Intent to Sell Shares is commonly used in Singapore as a preliminary step in share transfer transactions. This document is typically employed when parties have reached initial agreement on key terms but before proceeding with detailed due diligence and final documentation. The Letter of Intent serves to outline the fundamental terms of the proposed transaction, including share quantity, price, conditions, and timeline. While generally non-binding, it demonstrates commitment to the transaction and can include binding provisions regarding confidentiality and exclusivity. In Singapore's business environment, this document helps establish clear communication between parties and often serves as a reference point for subsequent negotiations and definitive agreements.
Suggested Sections

1. Sender and Recipient Details: Full legal names and addresses of both parties involved in the share sale

2. Subject Line: Clear indication that this is a Letter of Intent for share sale

3. Company Information: Details of the company whose shares are being sold, including registration number and registered address

4. Share Details: Specific information about the number and class of shares being sold, including percentage of total shareholding

5. Proposed Price: Intended purchase price, payment terms, and any valuation methodology used

6. Timeline: Proposed timeline for completing the transaction, including key milestones

7. Non-Binding Statement: Clear statement that this is non-binding except for specific clauses that are intended to be binding

Optional Sections

1. Due Diligence Period: Optional section specifying the proposed timeframe and scope for due diligence activities

2. Exclusivity Period: Optional section detailing the period during which the seller agrees not to negotiate with other parties

3. Confidentiality Provisions: Optional section needed if a separate NDA is not already in place between the parties

4. Conditions Precedent: Optional section listing key conditions that must be met before proceeding with the transaction

Suggested Schedules

1. Share Certificate Details: Schedule containing copies or details of relevant share certificates

2. Company Profile: Schedule containing basic information about the company's business, operations, and financial highlights

3. Preliminary Valuation: Schedule containing preliminary valuation details and methodology, if available

4. Regulatory Requirements: Schedule listing applicable regulatory requirements and compliance needs for the share transfer

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

Relevant legal definitions

























Clauses




















Industries

Companies Act (Cap. 50): Primary legislation governing corporate entities in Singapore, including share transfers, corporate structure, and shareholder rights

Securities and Futures Act (Cap. 289): Regulates securities trading, financial markets, and investor protection requirements in Singapore

Income Tax Act: Governs tax implications of share transfers and capital gains considerations

MAS Regulations: Monetary Authority of Singapore's regulatory requirements for financial transactions and securities trading

SGX Rules: Singapore Exchange regulations applicable for listed company shares

Competition Act: Ensures the share sale doesn't create anti-competitive market conditions

Stamp Duties Act: Governs stamp duty obligations applicable to share transfer documents

Personal Data Protection Act: Regulates the collection, use, and disclosure of personal data in the transaction

Company's Constitution: Internal governing document specifying share transfer procedures and restrictions

Shareholders' Agreement: Existing agreements between shareholders that may affect share transfers

Foreign Investment Regulations: Rules governing foreign ownership and investment in Singapore companies

Anti-Money Laundering Regulations: Compliance requirements to prevent money laundering through share transactions

Beneficial Ownership Rules: Requirements for disclosure of ultimate beneficial ownership in share transfers

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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