This document is an agreement for the sale and transfer of shares between a seller and purchaser in Uganda. It details that the seller owns shares in a company and wishes to sell [percentage] of shares to the purchaser. The purchaser agrees to buy the shares for the stated price, which is to be paid in full upon signing. Upon completion of payment, the seller will transfer ownership of the shares to the purchaser and relinquish all legal rights to the shares. The agreement establishes the effective date of the transfer and contains standard clauses regarding representations, dispute resolution according to Ugandan law, and that the agreement is binding upon successors and assigns.
This document is an agreement for the sale and transfer of shares between a seller and purchaser in Uganda. It details that the seller owns shares in a company and wishes to sell [percentage] of shares to the purchaser. The purchaser agrees to buy the shares for the stated price, which is to be paid in full upon signing. Upon completion of payment, the seller will transfer ownership of the shares to the purchaser and relinquish all legal rights to the shares. The agreement establishes the effective date of the transfer and contains standard clauses regarding representations, dispute resolution according to Ugandan law, and that the agreement is binding upon successors and assigns.
This document is an agreement for the sale and transfer of shares between a seller and purchaser in Uganda. It details that the seller owns shares in a company and wishes to sell [percentage] of shares to the purchaser. The purchaser agrees to buy the shares for the stated price, which is to be paid in full upon signing. Upon completion of payment, the seller will transfer ownership of the shares to the purchaser and relinquish all legal rights to the shares. The agreement establishes the effective date of the transfer and contains standard clauses regarding representations, dispute resolution according to Ugandan law, and that the agreement is binding upon successors and assigns.
This document is an agreement for the sale and transfer of shares between a seller and purchaser in Uganda. It details that the seller owns shares in a company and wishes to sell [percentage] of shares to the purchaser. The purchaser agrees to buy the shares for the stated price, which is to be paid in full upon signing. Upon completion of payment, the seller will transfer ownership of the shares to the purchaser and relinquish all legal rights to the shares. The agreement establishes the effective date of the transfer and contains standard clauses regarding representations, dispute resolution according to Ugandan law, and that the agreement is binding upon successors and assigns.
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THE REPUBLIC OF UGANDA
THE COMPANIES ACT, NO.1 OF 2012
AGREEMENT FOR THE TRANSFER OF SHARES OF
BETWEEN
(SELLER)
AND
(PURCHASER)
1 THE REPUBLIC OF UGANDA IN THE MATTER OF THE COMPANIES ACT, No. 1 OF 2012
AGREEMENT FOR SALE PURCHASE OF SHARES IN….
THIS AGREEMENT FOR THE SALE AND PURCHASE/TRANSFER OF THE SHARES IN
……………………………..LTD is made this …….. day of ….............., 2020.
BY AND BETWEEN
(NAME OF SELLER) of P.O. Box .........., Kampala [hereinafter jointly referred to as
“the Transferor/Seller” which expression shall wherever the context so admits include her successors in title, nominees and assigns] of the one part; AND (PURCHASER) of P.O. Box ..........., Kampala [Hereinafter referred to as “the Transferee/Purchaser” which expression shall wherever the context so admits include the successors in title, nominees and assigns] of the other part.
PREAMBLE
WHEREAS, the transferor is the shareholder of………………………….., a Company
duly incorporated and validly existing under the laws of Uganda [Hereinafter known as “the Company”] whose principle business is located at…………………….-Kampala, Uganda.
WHEREAS, the transferor is desirous of selling shares (….%) and interests in the Company and WHEREAS the transferee is desirous of purchasing …% of the shares and interests in the Company.
AND WHEREAS the Parties are desirous of effectuating a smooth and efficient transfer of the shares and interests in the Company and acknowledge that their mutual good will and cooperation are essential to this end.
NOW THEREFORE, the Parties hereto, in consideration of the mutual covenants and Agreement herein contained, do hereby agree as follows:
1. SALE OF THE SHAREHOLDING
2 a) The Seller agrees to sell and the Purchaser agrees to buy the ….% shareholding, including all interests thereof in ………….. Ltd. b) The Purchaser shall be entitled to receive all dividends and distributions declared, paid or made by the Company in respect of the shares after the date hereof. 2. CONSIDERATION AND MODE OF PAYMENT
a) The consideration of the sale shall be Ugx. ………..(Uganda Shillings
………….) to be paid in whole upon execution of this Agreement; the seller will sell the entire shares and interest in the Company to the Purchaser.
3. TRANSFER AND COMPLETION
a) Upon execution and payment of the entire price hereof, the seller shall hand over to the Purchaser duly executed and witnessed consents for the sale and transfer of shares/interest, and any other incidental documents to the purchase.
b) The Purchaser shall, upon execution of this Agreement, be entitled to register the transfer of the interest executed by the seller.
c) The Seller shall by the said transfer thereby relinquish all legal and beneficial interests in the Shares together with any rights to dividends, interests or any other benefits.
4. EFFECTIVE DATE The sale and purchase of the shareholding (…..%), shares and interests in ……………………….LTD between the Parties will take effect from ___ day of _______, 20__. This is the effective date or date of closing of this Agreement.
5. REPRESENTATIONS Each of the Parties hereby warrants that he or she has the capacity and power to enter into this Agreement, and has taken all necessary steps for the execution and performance of this Agreement.
6. MISCELLANEOUS The parties hereby agree to execute such additional documents and papers and to perform and do such additional acts and things as may, from time to time be reasonably necessary and proper to effectuate this Agreement.
7. VARIATION This agreement shall not be altered, waived, modified or canceled in any respect except in writing, duly executed by all Parties hereto, and no oral agreement or course
3 of conduct to the contrary, shall be deemed an alteration, amendment, modification of cancellation of this agreement or any part thereof.
8. SUCCESSOR AND ASIGNS
This agreement shall be binding upon and inure to the benefit of the Parties hereto and their Legal representatives, successors and assigns for the time being as the tenancy shall be in force.
9. DISPUTE RESOLUTION Any dispute or claim that cannot be amicably settled between the Parties and arising out of, or relating to this Agreement or the breach or invalidity thereof, shall be finally settled be dispute resolution in accordance with the applicable law OR Arbitration in accordance with the National rules governing Arbitration as in force on the date of this Contract.
10. GOVERNING LAW
The construction, validity, performance and enforcement of this agreement shall be governed by the Laws of the Republic of Uganda.
IN WITNESS WHEREOF the parties hereto have set hereunto their respective hands and seals on the day and year first above written.
SIGNED, and DELIVERED]
By the said: ]
_________________________________ ___________________ (Names in own handwriting) ] TRANSFEROR
In the presence of:
_________________________ _____________________ (Names in own handwriting) witness
SIGNED AND DELIVERED
By the said:
_________________________________] ______________________ (Names in own handwriting) ] TRANSFEREE
In the presence of:
4 ________________________ _____________________ (Names in own handwriting) witness
