The contract of sale of the enterprise is regulated st. 559 of the Civil Code of the Russian Federation. Failure to comply with the shape of the contract makes it invalid, so it is important to carefully treat this document. Consider the procedure in more detail.
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Top part. According to st. 560 of the Civil Code of the Russian FederationThe contract for the sale of the enterprise conclude exclusively in writing. Parties of this document (or one of them) are legal entities. At the top of the document, you must specify the city, the date of filling, the name of the organization, as well as the names of the parties to the transaction. Fill out the contract according to the attached pattern.
Download the company's purchase agreement on our website:
Subject. In this contract, the subject is the organization selling. The buyer is moving all the rights to real estate, as well as movable things (for example, products, inventory, etc.). Also, the buyer receives the rights of the requirements, seller's debts, trademark and other means of designation products. It is important to know that the transfer is not subject to the right of the seller (license) to occupy a specific type of entrepreneurial activity. In order for the buyer to receive such a right, he needs to independently issue a license.
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Duties of the parties. The seller transmits the organization to the other party by a special transfer act. The second side, in turn, must accept and deposit the price. Remember that the transfer of the organization is possible only after the state registration of this Agreement. After the transfer of the organization, the buyer must register property in its name.
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The price of the enterprise and the procedure for calculations. The exact cost of the organization is determined by the parties and the conclusion of an independent auditor. Specify the established value. Be sure to describe, for how long since the signing of the transfer act, the buyer needs to make the required amount.
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Responsibility of the parties. If the buyer informs the seller about the disadvantages of the acquired property, the latter must replace it in the rapid procedure. If the buyer learns about the presence of debts that were not specified in the document, it has the right to demand lower prices. For delay in payment, the buyer must pay the seller a predefined fine. You can add these and other obligations to the contract. Describe the responsibility that the parties will suffer for non-compliance with all their duties.
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Settlement of disputes. Negotiations are the most loyal method of resolving disputes. But if this is not possible, the parties convey their dispute to the pre-selected court. Specify its name.
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Final provisions. The following documents must be made to this Agreement:
An act of inventory (check availability);
Audit report;
Balance sheet;
The list of debts and the timing of their repayment.
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Addresses and bank details of the parties. Finally, the seller and the buyer must make their addresses and details. Remember that until the signing of this Agreement, it is necessary to inform all creditors to sell the organization (Art. 562 of the Civil Code of the Russian Federation). It is important to do it in writing. They must familiarize themselves with the notice and express their consent also in writing. Otherwise, lenders are eligible to present a lawsuit. Only after fulfilling all conventions, the parties can put their signatures and prints.
Make sure you correctly compiled all items. Carefully reread information again. Remember that the contract must be compiled in two copies for each of the parties. Another instance is to register and transfer to the Federal Registration Service, Cadastre and Cartography (Rosreestr).
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