template

Buyback Agreement (Off-Market Shares)

by
Genie Team
Genie Team
Oct, 10 2023

When to use this template

A Buyback Agreement (Off-Market Shares) under UK law is a legal template that establishes the terms and conditions under which a company can repurchase its own shares from existing shareholders in a private, off-market transaction. This agreement outlines the rights, obligations, and procedures that both the company and the selling shareholder must adhere to during the buyback process. It covers various aspects such as the number and price of shares to be repurchased, payment terms, disclosure requirements, transfer restrictions, representations and warranties, and any other specific provisions relevant to the buyback. This legal template ensures compliance with UK laws and regulations governing share buybacks, protecting the rights and interests of both the company and the selling shareholders. It serves as a legally binding document that facilitates a smooth and transparent transaction, providing clarity and certainty for all parties involved in the share repurchase agreement.

Key issues covered in this template

  • Notice method and period

  • Shareholder approval for share buyback

  • Sale and purchase of shares

  • Completion date of purchase

  • Warranties

  • No Assignment of this agreement

  • Costs and stamp duty

  • Waiver

  • Governing law and jurisdiction

  • N/A

What to watch out for

  • Please note that all private company buybacks will be off-market.

  • Please ensure that contract for the company buying back its own shares off-market is clear and unambiguous.

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Used by

Author

Genie Team

Genie Team

@genieteam
Genie AI Team

The Genie Team consists of lawyers and paralegals. Our aim is to open source the law and provide high quality, regularly reviewed legal documents.

Studey Ltd
Nathalie Asmar Services Ltd
Ryedale
SBMT Ltd
VIGNETTE 360 LTD
l
KeyNest Services Ltd
Featly Inc.
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a year ago

Genie

Genie Team

Template description improved

a year ago

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Genie Team

Update with new template

a year ago

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Genie Team

Queued for review and improvement

2 years ago

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Genie Team

The format of the document was amended to ensure consistency and readability.

2 years ago

Genie

Genie Team

This template's key issues were amended to better reflect the contents of the document. The guidance notes were adjusted to include more context on how/when to use the document.

2 years ago

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Genie Team

First release with clause summaries

Additional information

Business categories

Business activities

Relevant sectors

Finance

Relevant company sizes

1 - 3

20 - 49

250 - 999

4 - 19

50 - 249

1000 +

Governing law

England and Wales

Language

English UK

Gender neutral

Yes