Share Sale Agreements

Author:  Eric Kalde

Kalde Legal

Share Sale Agreement Guide for Lawyers

The Complete Resource for Share Sale Transactions in Privately Held Companies

The Share Sale Agreement Practice Guide is a practical and comprehensive legal resource developed for Australian lawyers who advise on the sale and transfer of shares in privately held companies. Whether your client is acquiring a minority interest, securing control of a business, or exiting an investment, this guide provides everything you need to structure and document the transaction with confidence and efficiency.

This annual subscription includes full access to the guide and all required legal documents. Every document is professionally drafted, clearly structured, and fully formatted. You can download, customise, and reuse them for your clients’ matters—saving time while upholding a high standard of legal practice.

What the Guide Includes

  • Clear, step-by-step guidance on how to create and complete a share sale transaction

  • A complete set of legal templates, including:

    • Share sale agreements

    • Share transfer forms

    • Board and shareholder resolutions

    • Disclosure letters

    • Notices and other supporting documents

All templates are provided in Microsoft Word format and are fully customisable. Each document comes professionally formatted with automatic paragraph numbering, page numbering, and a table of contents—ready to be used immediately or tailored for specific matters.

As a subscriber, you will have access to the full guide and all downloadable content for 12 months. You will also receive all updates and new documents released during that period. At the end of the subscription year, you may choose to renew. Subscribers who opt into automatic renewal will receive a discount.

The Legal Context: Why Share Sales Matter

Shares may be sold for a range of commercial reasons—whether as an investment, a means of acquiring a strategic interest, or to obtain control of a company. Ownership of shares gives the holder influence over the company through voting rights and board participation, but it does not give them any proprietary interest in the company’s assets.

In the case of public companies listed on the ASX, shares are typically bought and sold via a broker. However, shares in unlisted public companies or proprietary companies are usually sold directly from one party to another—commonly referred to as an “off-market” transaction.

These transactions often involve a third-party share registry, which maintains the company’s official share register, reports changes to ASIC, and ensures compliance with corporate record-keeping obligations. Involving a share registry may add a modest layer of procedural complexity, but it increases transparency and serves as an effective safeguard for both parties.

Who the Guide is Designed For

This guide has been developed specifically for:

  • Lawyers engaged in mergers, acquisitions, and company restructuring

  • Commercial practitioners advising on private equity and capital transactions

  • In-house counsel responsible for corporate governance and share transfers

Whether you’re managing straightforward transfers or advising on more complex control transactions, this guide will support your work with quality documentation and practical insights.

Start Your Subscription Today

The Share Sale Agreement Practice Guide gives you the confidence and capability to manage share sale transactions efficiently and accurately, while staying aligned with current legal practice in Australia.

Subscribe today to access all content and templates, and receive ongoing updates throughout the year. If you choose to renew automatically, you’ll benefit from a discounted renewal rate.

Let Practice Guides support your practice with reliable, practitioner-focused legal resources that save time, reduce risk, and enhance your service to clients.

Sale of Business

 

  • Access on any device, anytime, anywhere
  • Current, practical, and relevant resources
  • Extensive collection of legal precedents & forms

 

Chapters

Chapter 1

Relevant Legistlation

Overview of the law relating to leases in NSW, how leases work, overview of practice and procedure, links to relevant legislation. Describes the structure of lease, how they are made up and their consitutent parts. Describes the involvement of PEXA and the system of registration. Which pieces of legislation lay down the rules for leasing in NSW.

Chapter 2

Leases under the Real Property Act 19

Explains the law as it relates to all commercial leases in NSW. How to tell the difference between a retail lease and other commercial leases. Leases for offices, warehouses, factories and farms. Retail shop leases are covered in the following chapter.

Chapter 3

Leases under the Retail Leases Act 19

Overview of the law relating to leases in NSW, how leases work, overview of practice and procedure, links to relevant legislation. Describes the structure of lease, how they are made up and their consitutent parts. Describes the involvement of PEXA and the system of registration. Which pieces of legislation lay down the rules for leasing in NSW.

Chapter 4

Acting for the Lessor

Explains what to do when you are acting for the Lessor.  It explains the procedure of drafting and entering into a commercial lease from the Lessor’s perspective.

Chapter 5

Acting for the Lessee

Explains the procedure from a Lessee’s point of view.  It explains the common pitfalls for lessees and gives direction on the important aspects on which to advise your client.

Chapter 6

Options

The option to renew a lease is critically important to both parties.  The lessee wants to know that they have a solid right to occupy the premises for a further term.  The lessor wants reasonable flexibility to increase the rent so that they are not disadvantaged by the lessee wanting to remain in occupation for another term.  In some cases the lessor may grant the lessee an option to buy.

Chapter 7

Transfer/Assignment of Lease

Lessees frequently wish to transfer or ‘assign’ a lease.  This commonly occurs when the lessee sells their business.  Transfers of lease can become complex. They include not only the Lessor and Lessee but the Transferee, the Lessor’s mortgagee, and the Transferee’s Guarantor. covers the procedures for containing consent of mortgagees & other relevant parties.

Chapter 8

Misselanous

Covers everything from pre-lease agreements to lockouts.  Also covered are Incentives to Lease.  There are several ways to offer these incentives, some of which may harm the interest of the lessor.  This chapter explains how to grant incentives whilst not diminishing the market value of the property & covering the interests of the lessor if the lessee subsequently default.

Chapter 9

Residential Lease

Residential Leasing (renting a house or apartment to live in) is governed in NSW by completely different legislation than that controlling commercial leases. The difference could not be more stark. The Laws governing Residential Leasing including rules that apply to:

  • Holding fees;
    Disclosure obligations;
    Costs of preparing lease;
    Bond;
    Rent payments and receipts;
    Water usage;
    Subletting;
    Sale of rented premises; and
    Termination.
    Prohibited lease terms, and new grounds for tenants to overturn termination notices and remain in occupation.
    Provides all the necessary documents including the new Standard Form Lease, tenant checklist, notices, and bond lodgement forms.

Need Answers? Visit Our FAQ Section!

Find clear, concise answers to common questions, plus quick tips to help you navigate our matter plans, forms, and legal precedents with ease—all in one convenient place. Get the guidance you need, fast!

 

Our Practice Guides

Over 100 precedents including Leases, letters advising, Agreements to Lease,  Incentive Deeds, Car Park Licences and more.

Our practice guides are written for lawyers by practising legal practitioners. Our guides are practical, not academic. There is a concise description of the practice and procedure, with helpful tips. The commentary is kept up to date. Login to access the most recent version every time you use the guide. As well as practical guidance, this publication contains over 100 useful precedents. The precedents are kept up to date, so each time you download one you know that you are getting the most up to date version.

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