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Share Purchase Agreement French Law

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In addition to previous agreements, such as confidentiality agreements or promises, definitive agreements contain all the conditions applicable to the transaction, including a description of the transferred assets, the price, the guarantees granted by the seller, conditions precedent and non-compete or non-debauchery clauses, with contracts for the sale of assets to be subject to a stricter framework, with certain mandatory declarations (for example. B.dem name of the previous Owner, B. Turnover details) in the absence of which the cancellation of the sale can be claimed by the buyer. If the seller is a company subject to French corporate tax and which transfers shares, the capital gains tax rate depends on the qualification of the shares transferred. If they are considered ownership shares (5 per cent interest held for at least two years), capital gains are taxed at the prime rate of 12 per cent. Otherwise, they will be taxed at the corporate tax rate (33.3 per cent, gradually to 25 per cent in 2022). If the seller is a French company subject to corporation tax and which transfers a company or asset, the capital gains of such a transfer are taxed at the rate of corporation tax. . . .

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