Service Overview
Focused legal support for share purchase and sale
A share purchase and sale transaction involves the purchase or sale of shares in a corporation. Unlike an asset purchase, the legal entity itself continues, and the buyer steps into ownership of the business together with its operations, assets, and liabilities.
That structure can make the transaction attractive in some cases, but it also means that due diligence is especially important before the deal closes.
Common stages in a share transaction
Share purchase matters often involve:
- Initial negotiations around price, share class, and timing
- A letter of intent outlining the proposed deal
- Due diligence on financial records, contracts, minute books, liabilities, and other corporate matters
- Drafting and negotiation of the share purchase agreement
- Financing, regulatory, and industry-specific approvals where required
- Closing documents and post-closing adjustments or indemnity issues
Why legal review matters in a share sale
Because the buyer is acquiring an ownership interest in the corporation itself, the transaction can involve risks tied to past liabilities, tax issues, contracts, employment matters, and incomplete corporate records. A well-prepared share purchase agreement helps set out the price, representations and warranties, indemnities, and closing conditions with greater clarity.
Our office helps clients understand these transactions, review the business records behind them, and document the deal more carefully from negotiation through closing.