The purchase-sale contract generally provides that the market value of the outgoing owner`s interests is determined by an agreement, failing which it is evaluated by an independent expert whose decision is binding on the contracting parties. If you can identify a potential buyer – ideally from the family or college sector, a valued employee, or even a friendly competitor – a simplified type of “buy-sell” agreement, often referred to as a “one-way,” could be used to facilitate your business succession plan. In this scenario, you would sell your stake when a particular event arrives (for example.B. retirement, death, or disability— and the buyer would enter into a contract to purchase). The purchase price can be either a fixed value or be determined by an independent valuation, a multi-ratio of earnings approach or another method. Indeed, this figure can be reviewed every year and recalculated from time to time. The agreement may also provide that the buyer does not assume the debts and obligations of the company. Your executor would use cash from the purchase to pay for business obligations and, if applicable, other fees, taxes and administrative fees of your estate. The balance of the proceeds would then be distributed to your beneficiaries of the estate under the conditions of your succession plan. The purchase and sale agreement is also referred to as a purchase-sale agreement, repurchase agreement, purchase or transaction contract. The buyer often has a “right of pre-emption” over any lifetime disposition of the business by the owner. This means that the owner must first offer the business to the buyer before selling it to a third party during the owner`s life, including retirement. Only when the buyer refuses the option can the owner continue a sale to a third party.
In other words, the purchase of death required under the agreement cannot be defeated by the owner`s lifetime order on the business, provided that the buyer exercises the call option. While this clearly limits the owner`s freedom, it assures the buyer that he or she will not pay the insurance premiums for nothing. Purchase and sale contracts are often used by sole proprietorships, partnerships and entered into companies to facilitate the transfer of ownership when each partner dies, retires or decides to leave the business.  If a permanent disability is also a trigger, it could also be funded by (invalid) insurance. The message can be integrated into a purchase-sale contract or a separate document. The authors propose to include the mention in the purchase-sale agreement and to use a separate notification and consent for each directive to provide simple proof of compliance with the notification and consent requirement. (Appendices 1 and 2 contain notification templates and consent forms.) If it is a separate document, it can be drawn up by a third party, for example. B a lawyer, or provided by an insurance agent, but a qualified tax advisor must verify any communication made by an agent or other third party. The communication must contain the maximum nominal amount of the policy. . . .