Share Transfer Agreement Philippines

Share Transfer Agreement Philippines

In addition, provinces and cities may levy local taxes on transfers in cases where they were real estate transfers. A simple title or absolute property, provided for in the Civil Code, is different from a “legal title” under Philippine law. A Fee Simple title is the title acquired in the absence of another agreement that limits or modifies the scope of the transfer of rights and relates to the enjoyment of all rights related to the property. On the other hand, “legal title” refers to registered property. Such title is not necessary to allow an owner to exercise rights in the property. The legal title only confirms and protects the owner against the withdrawal of his property. The acquisition of private companies in the Philippines can be structured in different ways: the acquirer can acquire shares of the company`s shareholders (“share acquisition”) or assets directly from the company (acquisition of assets). In the event of a share acquisition, the acquirer takes control and ownership of the company by purchasing the majority stakes of the target company. On the other hand, when acquiring an enterprise by acquisition of assets, the purchaser acquires only the gross assets or business of the acquired enterprise. CONSIDERING that the seller is the lawful, economic and registered owner of [●] ([●]) common shares / [●] ([●]) preferred shares of Beacon Electric Asset Holdings, Inc.