What you get
One purchase, four files. Use the Word file to fill it in, the PDF to print and sign.
- Aktieöverlåtelseavtal — Swedish · Word (.docx)
- Aktieöverlåtelseavtal — Swedish · PDF
- Share Purchase Agreement — English · Word (.docx)
- Share Purchase Agreement — English · PDF
Both language versions are written for Swedish law. The English version is for counterparties, partners or colleagues who do not read Swedish — it is a translation of the same document, not a different one.
What the agreement covers
| 1 · Seller | Who is selling, including company representation. |
|---|---|
| 2 · Buyer | Who is buying. |
| 3 · The shares and the purchase price | Seven pre-drafted points to mark or delete — the whole holding or part of it, payment in full or partly in escrow, shares free of pledges, dividend rights — plus company, number of shares and price. |
| 4 · The seller’s warranties | Title to the shares, that they are fully paid and unencumbered, that the annual report is true and fair, and that nothing is hidden beyond what the appendix discloses. |
| 5 · Remedies for breach of warranty | Krona-for-krona compensation, the claim deadline, and the longer period for tax and title. |
| 6 · Completion | Date and place, with a default rule if you leave the date open. |
| 7 · Actions at completion | Handing over endorsed share certificates or entering the transfer in the share register, the company’s documents, and resignations notified to Bolagsverket. |
| 8 · The seller’s undertakings after completion | Non-compete, non-solicitation, confidentiality and transition help — with a field for the penalty. |
| 9 · Limitation of liability | Capped at the purchase price, or at a fixed amount with a threshold below which claims are not paid. |
| 10 · Governing law and dispute resolution | With a default rule if you leave it blank. |
| 11 · Appendices | Five appendices: share list, warranty schedule and annual report, deviations, articles and share register, board approval. |
| 12 · Signatures | Signature block for both parties. |
When to use it
The template is written for Swedish law and for transferring shares in an unlisted limited company — the whole holding or part of it, between companies or between private individuals.
- A founder selling out to a co-owner
- A small company changing hands in a straight cash deal
- A holding company buying the shares of an operating subsidiary
- A generational handover inside a family company
When the template is not enough
Four situations where you should speak to a lawyer before using it:
- The purchase price is paid in instalments or depends on future results
- The company has employees, real property or activities requiring a permit
- The shares are subject to a redemption clause, a right of pre-emption or a shareholders’ agreement
- The transfer needs clearance from the Swedish Competition Authority or another authority
How it works
- Buy — pay by card. No account needed.
- Download — all four files appear on the confirmation page and in your receipt email.
- Fill it in — open the Word file, complete the fields, mark the points that apply and delete the rest. The warranties go in Appendix 2.
Specifications
| Document | Share Purchase Agreement · Aktieöverlåtelseavtal |
|---|---|
| Category | Corporate Documents |
| Type | Template, ready to use |
| Jurisdiction | Sweden |
| Language | English and Swedish |
| Format | Word (.docx) and PDF |
| Pages | 6 |
| Version | 1.1 |
| Last reviewed | August 2026 |
| Reference | CORP-04 |
| Prepared by | Lawgent AB |
Frequently asked questions
Do I get it in both Swedish and English?
Yes. Every purchase includes both language versions, in Word and PDF. You do not choose a language at checkout.
Can I edit it?
Yes. The Word file is editable and built to be adapted — fields to fill in, points to mark or delete, and space for your own wording.
Can I use it more than once?
Yes, within your own organisation. The licence covers your company’s own use — it does not cover reselling or distributing the document.
What if the document is updated?
When we publish a new version it replaces the file on your account. Your download link always gives you the current version.
Is this legal advice?
No. This is a template. It must be adapted to your circumstances and should be reviewed by a lawyer before it is used. If you want that review, we are here.
