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. 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. 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. 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. 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. 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.
Once all the suspensive conditions contained in the sales contract are met, the next step is to increase the order to the public. 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 frequent phases of the share purchase contract are: 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. 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.