Australian Share Sale Agreement Drafting

Provide the buyer, sellers, target company, share classes, quantities and current ownership records. Include the constitution, shareholders agreement and any encumbrances or transfer restrictions. State the proposed price mechanism and completion date so the draft can be checked against the actual company records and agreed transaction.

Describe whether the parties intend a fixed price, completion accounts, a locked-box arrangement or an earn-out. Provide the calculation rules, accounting assumptions, information rights and dispute process. Review worked examples with the relevant professionals so the drafting reflects the intended economic result and payment timing.

Gather the due-diligence material and identify matters the sellers intend to disclose against proposed warranties. Specify negotiated limits, time periods and any particular indemnities. A legal practitioner can review the relationship between warranties, disclosures and remedies; AI drafting does not verify the target company's condition or records.

Check transfer restrictions, required approvals, company registers and any contracts affected by a change of control. Identify proposed releases, resignations and completion deliverables. The draft does not perform due diligence, obtain approvals or update registers, so confirm those implementation steps and the signing arrangements separately.