Sale of All Shares by Sole Shareholder

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This Sale of All Shares by Sole Shareholder is used when a buyer desires to purchase all shares of a corporation. This agreement sets out the exact number of shares and their par value.

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This Sale of All Shares by Sole Shareholder is between a shareholder who owns all shares of a corporation and a Buyer who desires to acquire the corporation's shares of capital stock as well as its customers. This agreement sets forth the number of shares, par value per share, consideration paid for the stock and how the purchase price will be paid (i.e. equal monthly installments with interest). It also sets forth specifics regarding any adjustments that may be made to the purchase price of the shares due to fluctuating revenues of the corporation.

The Agreement also contains provisions regarding how business will be conducted prior to closing, representations and warranties of the both the shareholder and the buyer and obligations of both parties prior to closing. It also includes the date and location of the closing of this transaction.

This Sale of All Shares by Sole Shareholder includes:
  • Parties: Sets out the names of the Seller shareholder, Seller Corporation and Buyer who desires to acquire the stock of seller corporation;
  • Sale of Stock: Seller Shareholder agrees to transfer and assign all outstanding shares of capital stock to Buyer, who then agrees to purchase all shares of Seller Corporation;
  • Consideration: Sets forth the sum which Buyer agrees to pay to Seller Shareholder for capital stock;
  • Conduct of Business: Seller Corporation agrees to conduct business as usual from date of this agreement until closing;
  • Representations and Warranties: Representations and warranties of all parties are set out in specific detail within this agreement;
  • Indemnification: Seller-Shareholder agrees to indemnify the other parties in respect to any liabilities, claims or obligations;
  • Signature: All parties must sign this agreement in the presence of a notary.

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This attorney-prepared packet contains:
  1. General Information
  2. Instructions and Checklist
  3. Sale of All Shares by Sole Shareholder
State Law Compliance: This form complies with the laws of all states
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.
Number of Pages13
DimensionsDesigned for Letter Size (8.5" x 11")
EditableYes (.doc, .wpd and .rtf)
UsageUnlimited number of prints
Product number#43636
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.

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