Exchange of Shares Agreement Template

Business-in-a-Box's Exchange of Shares Agreement Template

Document content

This exchange of shares agreement template has 2 pages and is a MS Word file type listed under our finance & accounting documents.

Sample of our exchange of shares agreement template:

EXCHANGE OF SHARES AGREEMENT This Exchange of Shares Agreement (the "Agreement") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "First Party"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the "Corporation"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS [YOUR COMPANY NAME] is the beneficial owner and registered holder of [NUMBER] Class [SPECIFY] Shares (the "Shares") in the capital stock of the Corporation; WHEREAS the parties wish to exchange the Shares for [NUMBER] Class [SPECIFY] Shares of the share capital of the Corporation; NOW THEREFORE, the parties hereto agree as follows: 1. EXCHANGE OF SHARES 1.1 Subject to the terms and conditions herein contained, the Corporation hereby purchases the Shares, said Shares having a stated capital of [AMOUNT] in exchange of the issuance by the Corporation to [YOUR COMPANY NAME] of [NUMBER] Class [SPECIFY] Shares of the share capital of the Corporation, an amount of [AMOUNT] being added to the stated capital account in respect of said Class [SPECIFY] Shares. 2. FIRST PARTY'S REPRESENTATIONS AND WARRANTIES 2.1 [YOUR COMPANY NAME] represents and warrants that: 2.1.1 [YOUR COMPANY NAME] is the sole, true and absolute owner and registered holder of the Shares with good and marketable title thereto, free and clear of any pledge, security interest, lien, charge or encumbrances or option or other rights whatsoever; [YOUR COMPANY NAME] is a resident of [COUNTRY] for the purposes of the Income Tax Act ([COUNTRY]) and the Taxation Act ([STATE/PROVINCE]); [YOUR COMPANY NAME] is incorporated under the laws of [COUNTRY] and is duly organized and validly existing thereunder; 2.1.4 [YOUR COMPANY NAME] has taken all necessary or desirable actions, steps and corporate proceeding to approve or authorize, validly and effectively, the sale of the Shares contemplated herein. 3. SECOND PARTY'S REPRESENTATIONS AND WARRANTIES 3

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Document content

This exchange of shares agreement template has 2 pages and is a MS Word file type listed under our finance & accounting documents.

Sample of our exchange of shares agreement template:

EXCHANGE OF SHARES AGREEMENT This Exchange of Shares Agreement (the "Agreement") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "First Party"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the "Corporation"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS [YOUR COMPANY NAME] is the beneficial owner and registered holder of [NUMBER] Class [SPECIFY] Shares (the "Shares") in the capital stock of the Corporation; WHEREAS the parties wish to exchange the Shares for [NUMBER] Class [SPECIFY] Shares of the share capital of the Corporation; NOW THEREFORE, the parties hereto agree as follows: 1. EXCHANGE OF SHARES 1.1 Subject to the terms and conditions herein contained, the Corporation hereby purchases the Shares, said Shares having a stated capital of [AMOUNT] in exchange of the issuance by the Corporation to [YOUR COMPANY NAME] of [NUMBER] Class [SPECIFY] Shares of the share capital of the Corporation, an amount of [AMOUNT] being added to the stated capital account in respect of said Class [SPECIFY] Shares. 2. FIRST PARTY'S REPRESENTATIONS AND WARRANTIES 2.1 [YOUR COMPANY NAME] represents and warrants that: 2.1.1 [YOUR COMPANY NAME] is the sole, true and absolute owner and registered holder of the Shares with good and marketable title thereto, free and clear of any pledge, security interest, lien, charge or encumbrances or option or other rights whatsoever; [YOUR COMPANY NAME] is a resident of [COUNTRY] for the purposes of the Income Tax Act ([COUNTRY]) and the Taxation Act ([STATE/PROVINCE]); [YOUR COMPANY NAME] is incorporated under the laws of [COUNTRY] and is duly organized and validly existing thereunder; 2.1.4 [YOUR COMPANY NAME] has taken all necessary or desirable actions, steps and corporate proceeding to approve or authorize, validly and effectively, the sale of the Shares contemplated herein. 3. SECOND PARTY'S REPRESENTATIONS AND WARRANTIES 3

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