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Assignment Of Shares
"I need an Assignment of Shares agreement to transfer 10,000 ordinary shares in my Singapore tech startup to a new investor, with completion scheduled for March 15, 2025, including standard warranties and confidentiality provisions."
1. Parties: Details of the Assignor and Assignee, including full legal names and registered addresses
2. Background: Context of the assignment, details of the shares being transferred, and the company whose shares are being assigned
3. Definitions: Key terms used throughout the agreement including Company, Shares, Completion Date, etc.
4. Assignment: Core provision detailing the transfer of legal and beneficial ownership of the shares
5. Consideration: Details of the payment or other consideration for the shares
6. Completion: Timing and mechanics of the transfer, including delivery of share certificates and payment
7. Warranties: Basic warranties regarding ownership, authority to transfer, and absence of encumbrances
8. Governing Law: Specification of Singapore law as governing law
1. Pre-completion Obligations: Specific actions required before completion - used when there are conditions precedent to the transfer
2. Tax Provisions: Allocation of responsibility for stamp duty and other taxes - used when tax implications need specific addressing
3. Non-competition: Restrictions on assignor's future activities - used when protecting company interests post-transfer
4. Confidentiality: Obligations regarding confidential information - used when sensitive information is involved
1. Schedule 1 - Share Details: Details of shares being transferred including share certificate numbers and class of shares
2. Schedule 2 - Form of Stock Transfer Form: Standard form for recording the transfer
3. Schedule 3 - Board Resolution: Copy of board resolution approving the transfer (if required)
4. Schedule 4 - Waiver of Pre-emption Rights: Documentation of other shareholders waiving pre-emption rights (if company constitution contains pre-emption rights)
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