An Asset For Share Agreement is an Agreement where a Party (the "Transferor") agrees to exchange an Asset for shares in a Company (the "Transferee") without triggering various tax events. With this Asset for Share Agreement, provision is made to exchange either shares held in a company for shares in the Transferee or to exchange immovable property for shares in the Transferee.
Immovable Property is typically described as land and, if applicable, buildings situated on the land. A Sale of Immovable Property Agreement is also referred to as an Offer to Purchase, an OTP or a Deed of Alienation. In terms of the Alienation of Land Act of 1981, the agreement to sell Immovable Property must be contained in a “deed of alienation” (in other words the agreement must be in writing and cannot be concluded verbally).