Share Purchase Agreement

How it works

What you will fill in

• Does any of these apply?
• Seller of the shares: name and address
• Buyer of the shares: name and address
• Company name and corporation number
• Which shares are sold?
• Purchase price for the shares ($)
• Deposit paid on signing ($)
• Closing date
• Will the seller resign as director and officer on closing?
• Seller's non-compete: how many months?
• Anything the seller must tell the buyer about the company
• Which province's laws apply?

Good to know

• When you buy shares you buy the company with all its history, including hidden tax debts. Ask for the last 3 years of financial statements, tax returns and CRA notices, and use a holdback.
• Check the company's articles and any shareholders' agreement: most private companies need director approval for a share transfer, and other shareholders may have a right to buy first.
• The seller may qualify for the lifetime capital gains exemption on qualified small business corporation shares. Ask an accountant before signing; the structure matters.

Help in your language

Every question comes with help like this. For example, “Does any of these apply?”:

English: We still build the full agreement, but a lawyer and an accountant should check these before you sign.

اردو: کیا ان میں سے کوئی ہے؟

ਪੰਜਾਬੀ: ਕੀ ਇਨ੍ਹਾਂ ਵਿੱਚੋਂ ਕੋਈ ਹੈ?

हिन्दी: क्या इनमें से कोई है?

Français: Nous préparons quand même l'entente complète, mais un avocat et un comptable devraient vérifier ces points.

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