In the event that the buyer has fulfilled the condition of payment of the purchase price of shares, but the seller violates its obligation to obtain approval of the transfer of shares by the board of directors and the buyer`s register as a shareholder in the share book, the buyer would have the right to apply to the court to register as a shareholder in the share book. In this case, the buyer may also claim compensation for his departure, which he would not suffer if he had been registered as a shareholder by the deadline. 3.3. The complainant breached his obligation under the share purchase agreement to pay him £2 million to the respondent on 1 July 2015 at the price of the transfer on a tranche of shares. The respondent did not transfer the shares and subsequently fulfilled a legal requirement to the applicant. The Clerk held that the non-payment did not give rise to liability for a liquid amount, as the respondent retained legal and economic ownership of the shares. The respondent was therefore not entitled to comply with a legal request. A key document in the practice of the transaction is the share purchase agreement (or SPA). This document contains provisions that govern, among other things, the terms of the transaction, the payment of the price as well as the financial comparisons between the parties, their obligations and responsibilities. It is the main document negotiated between the parties to cover tax issues. In recent years, especially in the case of transactions involving certain countries, GSOs have been accompanied by tax returns. A tax return is a separate document dealing with tax matters agreed between the buyer and the seller….