Ready to use legal template
Drafted by experienced lawyers
Certified Thai-English translation
Ready to use legal template
Drafted by lawyers
Translated in Thai-English
Home › Business contracts › Share purchase agreement
Learn more about Share Purchase Agreement
A Share Purchase Agreement (SPA) is a legally binding contract that outlines the terms and conditions for the sale and transfer of shares in a company. It defines key elements such as the purchase price, payment terms, warranties, representations, and obligations of both the buyer and seller. In Thailand, an SPA is essential for ensuring a transparent and legally compliant share transaction, whether for private companies or publicly listed entities. This agreement helps protect the interests of both parties, minimizes risks, and ensures regulatory compliance under Thai corporate laws. Download our Share Purchase Agreement, easy to edit in Word format, professionally drafted by experts in English and Thai, ensuring a seamless and legally compliant share transaction in Thailand.
Table of contents
What is a share purchase agreement?
When you want to sell your shares, Thai law specifically requires you to draft a share purchase agreement. This deed is drawn up in order for the seller to inform the company of his intention to sell his shares to another shareholder or to a third party. This share purchase agreement will also set out all the terms and conditions for the sale and purchase of the shares. This is an essential element to guarantee legal security between the parties. This transfer of shares is governed by strict formalities. The deed must be in writing and the transfer can only take place if the approval of the other partners has been obtained.
What are the conditions for the transfer of shares?
The transfer of shares can be made to any third party, provided that the transfer deed is in writing and signed by the transferor and the transferee. The following conditions must be met:
A written stock transfer agreement: To sell shares to a person, the deed of sale must be in writing and signed. The share transfer agreement shall comply with certain formalities as specified by the Thai Civil and Commercial Code |
Registration of the list of shareholders with the DBD: After the signing of the share transfer agreement, the amendment of the list of shareholders (Bor Jor 5) must then be made by the director, who must then proceed with all the formalities of the share transfer |