Document background
The Equity Purchase Agreement is a crucial document used in corporate transactions under Dutch law when transferring ownership of shares or equity interests in a company. It serves as the primary transaction document that governs the sale process, establishes the rights and obligations of all parties involved, and provides the legal framework for the ownership transfer. The agreement must comply with specific requirements of Dutch corporate law, including provisions of the Dutch Civil Code (Burgerlijk Wetboek) and, where applicable, financial markets regulations. It typically results from extensive negotiations and due diligence, incorporating detailed warranties, indemnities, and conditions precedent. This document is particularly important as share transfers in the Netherlands often require notarial deeds, and the agreement must align with these formal requirements while addressing commercial concerns such as purchase price adjustments, liability caps, and tax matters.
