I will draft an investor share purchase agreement spa
Licensed US Attorney, Corporate and Startup Law Expert
About this Gig
Transferring ownership of existing shares carries significant legal and financial liability. A Share Purchase Agreement (SPA) is the definitive legal document required when an investor buys shares directly from a founder or another shareholder. As a licensed US Attorney (Bar #121020), I draft comprehensive SPAs that leave no room for ambiguity.
Unlike a subscription agreement (for new shares), an SPA facilitates the transfer of existing equity. It requires rigorous legal structuring to protect the buyer from hidden liabilities and the seller from post-sale disputes.
Core Contract Components:
- Conditions precedent to closing.
- Extensive Representations and Warranties (financial, tax, and legal).
- Indemnification clauses and liability caps.
- Restrictive covenants (Non-compete / Non-solicit).
High-stakes equity transfers require high-level legal expertise. I provide precise, enforceable contracts that execute your transaction securely. Review the packages to find the right fit for your transaction volume and submit your requirements to get started immediately.
Field of law:
Finance
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Business (corporate)
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Commercial
Legal consulting Gigs are not screened
Please note that there is no screening process for this service. We recommend that you message the freelancer and check all necessary details before placing your order. Pro freelancers in this category have gone through a vetting process. You can find more details here.
FAQ
What is the difference between an SPA and a Subscription Agreement?
An SPA is used to buy existing shares from a current owner. A Subscription Agreement is used to buy brand new shares issued directly by the company.
Why are Representations and Warranties so important?
They are statements of fact about the company's health. If they are false, the buyer has legal grounds to sue. I draft these carefully to protect you.
What are indemnification clauses?
They outline who pays for financial damages if a specific legal issue arises post-sale. They are critical for risk allocation.
Do I need a lawyer to draft an SPA?
Yes. Due to the high financial risk, relying on internet templates for an SPA is incredibly dangerous and often leads to severe litigation.
Is this gig suitable for a complete business buyout?
Yes, if the buyout is executed via a 100% share purchase, the Premium Package will cover the necessary legal complexities for the acquisition.
