Standard form letter of intent (also known as heads of terms, term sheet or memorandum of understanding), by which the parties outline their intention to buy and sell all the shares (or equivalent equity interest) in a privately-owned company incorporated and registered outside the UK. This Standard Document includes legally binding provisions relating to the exclusivity of negotiations and costs and assumes that a confidentiality agreement has already been entered into. It has been drafted from the perspective of the buyer.

This document has been adapted from Standard Document, Heads of terms: share purchases to provide a plain English, UK-style jurisdiction neutral starting point for local counsel to adapt in cross-border transactions.

For a form of letter of intent to use in connection with cross-border asset and business acquisitions, see Standard Document, Letter of Intent (UK Style, Asset Purchases) (Jurisdiction Neutral).