What is a business purchase agreement?
A business purchase agreement is a contract documenting the sale of a business, either through an asset sale or a share sale, covering price, what is included, and each party's obligations.
Business & Startups
Business Purchase Agreement
Generate a business purchase agreement for an asset sale or share sale of a Singapore business, covering price, warranties, and stamp duty terms.
- Create a business asset sale agreement
Generate a business purchase agreement for the sale of the business assets (including stock, equipment, and goodwill) of [Business Name] from [Seller Name] to [Buyer Name] for a purchase price of [Price], including apportionment across asset classes.
- Create a share sale agreement
Generate a share sale agreement for the purchase of 100% of the shares in [Company Name] by [Buyer Name] from [Seller Name] for [Purchase Price], including seller warranties about the company's financial position, completion conditions, and Singapore stamp duty responsibilities.
- Create a business sale agreement with employee transfer terms
Generate a business purchase agreement for the sale of [Business Name] that includes terms for the transfer of employees to the buyer, including which entitlements are adjusted at completion under the Employment Act.
Business Purchase Agreement Generator (Singapore)
A business purchase agreement is the contract documenting the sale of a business in Singapore, structured either as an asset sale (transferring specific business assets, contracts, and goodwill) or a share sale (transferring ownership of the company that owns the business), each with different tax, liability, and stamp duty implications. This free Singapore business purchase agreement generator produces agreements covering the purchase price, what is included (such as stock, equipment, IP, and customer contracts), employee transfer arrangements, and seller warranties about the business's financial position and compliance. It is designed for Singapore small business buyers and sellers who need clear terms without a full-scale corporate law engagement, while flagging that share transfers attract stamp duty (0.2% of the purchase price or net asset value, whichever is higher) under the Stamp Duties Act. The generator lets you specify the purchase price structure, apportionment across different asset classes, and warranties the seller provides about the business. Use it to document the transaction clearly and reduce the risk of disputes after completion.
Frequently asked questions
What is the difference between an asset sale and a share sale in Singapore?
An asset sale transfers specific assets and liabilities of the business, while a share sale transfers ownership of the company itself, including all its assets, liabilities, and contracts.
Does stamp duty apply to a business sale in Singapore?
Share transfers attract stamp duty of 0.2% of the purchase price or net asset value of the shares, whichever is higher, under the Stamp Duties Act; asset sales may attract duty only on dutiable assets such as Singapore property.
What warranties are common in a Singapore business sale?
Warranties about the accuracy of financial statements, that there is no undisclosed litigation, that assets are owned free of encumbrances, and that the business complies with relevant laws.
What happens to employees in a business sale in Singapore?
In an asset sale, employees generally need to be offered new employment by the buyer, while in a share sale employees typically continue employment with the same corporate employer without a break.
What is due diligence in a business purchase?
Due diligence is the buyer's investigation into the business's financials, contracts, compliance, and other risks before completing the purchase, and its findings often shape the warranties and price negotiated in the agreement.