Once the company has been identified and contact has been made, it is normal, if there is a predisposition to the sale, to sign a confidentiality agreement regarding the information that will be provided to the buyer of the future negotiation. It should be shown that in Spain, this type of agreement is not specifically regulated in Spain. The conditions agreed between the contracting parties, such as the consequence of the desire for autonomy, are therefore very relevant. Once all the suspensive conditions contained in the sales contract are met, the next step is to increase the order to the public. A declaration of intent is a unilateral or bilateral document in which one or both parties to the negotiation declare their commitment, injunction or offer to continue or engage in new negotiations. After a satisfactory conclusion of the due diligence process, the third step is to sign a sales contract in a private document. The contract requires the parties as sellers and buyers in light of Section 1445 of the Civil Code, which improves the transaction. The due diligence phase consists of the investigation, legal audit and financial and technical accounting process of all relevant aspects of the business. The buyer`s goal is to gain a real understanding of the state of the business he is supposed to acquire. When a natural or legal person decides to acquire a business through a share purchase agreement, the first step is to identify the company whose economic and commercial activity is of interest to the buyer. The increase in the contract is made as the execution of the transaction, the payment of the agreed price or consideration as well as the sale of ownership of the shares or shares of the company. The declaration of intent is a formality-free document in which the parties have full freedom to draft it with reciprocity, obligation or any other element they wish to include.

As a general rule, before the sale of the legal transaction and the introduction of all effects, it is common to include in the sale contract a set of suspension conditions that the buyer must comply with for a fixed period of time. Therefore, the public document implies the starting point for the introduction of legal effects and therefore generally serves as reliable evidence that the transactions took place. The most common phases of the share purchase agreement are: in this final phase, the obligations agreed by the parties under the signed contract and the increase to the public are carried out. The primary reason for this due diligence process is completed is to determine with the greatest degree of security possible the potential risks that the sale of shares may present, both at the time of the acquisition and at a later date. These conditions may include, for example. (b) the prior granting of an administrative authorization or a licence, the presentation of these documents to the register of commerce (el Registro Mercantil) or the termination of contracts that could have a negative effect on the purchaser party. These clauses are considered to be mandatory for the sale of the transaction. This means that, in practice, the signature serves as a promise to purchase that only takes effect if the conditions are met by the seller.

Notwithstanding the above, the tradio or transfer of ownership of shares to the buyer generally does not take place at this stage. The following guide to the share purchase agreement (SPA) deals with one of the legal transactions in the acquisition of commercial enterprises. Its main objective is to transfer control of a company that includes the collection of rights and obligations through the transfer of a single asset: the actions or actions of the company itself.