A staggered board (also known as a classified board) is a governing board of directors of an organization in which approximately one third of the members are elected each term. The directors are organized into different groups and each group falls within a specified class.There are typically three classes of members. Board members’ terms expire at...
The basic difference between an APA and SPA is the clear itemization of assets included and excluded in the purchase. When a buyer purchases the shares of a company, this itemization is not necessary because the company's ownership transfers as is, including titles to all assets and liabilities - disclosed or undisclosed. With an asset purchase, the buyer may be selecting only specific assets, leaving behind redundant assets. Thus, the selected assets must be itemized in a schedule to the APA.
Similarly, any material contracts that are assumed, such as key customer contracts, also must be itemized in an APA because they stay with the selling company unless assigned over. As part of due diligence for an asset purchase, a buyer must ensure that all assigned customer contracts do not have specific clauses prohibiting such contract assignments.
Read More »
Get our best content delivered straight to your inbox:
Terms for Selling Your Business:
Home | Advertising Info | Write for Us | About | Contact Us
Partner Sites :