Share Buyback Agreement

Use this document:

• when a private limited company is buying back its own shares from an existing shareholder
• to ensure the buyback is properly documented and compliant with the Companies Act 2006
• where the buyback is being funded out of distributable profits, in accordance with statutory requirements

Key features include:

• agreed terms of the buyback, including the number and class of shares to be repurchased, the consideration payable, and the completion arrangements
• compliance with the requirements of section 694 of the Companies Act 2006, including provisions for shareholder approval
• warranties from the selling shareholder, confirming ownership and capacity to sell the shares
• structured for buybacks out of distributable profits, the most common and straightforward method permitted under the Companies Act