How to sell a stake in LLC
How to sell a stake in LLC
Sell a stake in LLC forced by differentcircumstances, for example, unwillingness to continue to do business, the presence of corporate disputes or the banal need to get money urgently. Many owners of a stake in the authorized capital of the company are faced with the question - how to conduct a similar transaction? The answer to this question will depend on who will be alienated by the share - to other participants, to third parties or to the society itself.
Sale of a share in LLC to another member of the company.When conducting such a transaction, it will be necessary to issue the following documents: - the consent of the participants of the company and the company itself to alienate the stake (it is necessary only if the consent of such consent is provided for by the charter of the company) - an offer indicating the size and value of the stake (offer to buy a stake) this document is sent to the head of the company or otherwise sent to the company, while it is believed that this document was received by all participants. If any of the participants agrees to purchase a stake, then it must en accept the offer. After completing all the preliminary documents, you can enter into a contract of sale of a share directly. It should be noted that such a transaction is subject to mandatory notarization. Before the transaction itself, it is advisable to apply to a notary to find out the exact list of documents that will be required for the sale of a stake in LLC, since, depending on the circumstances of the transaction, a notary may request various documents.
Sale of shares in LLCs to third parties.If you decide to sell the stake to third parties, then it is worth remembering the pre-emptive right of the company's participants to buy a stake. Therefore, the sale must first be notified in writing to the participants. In this notification, you must specify the price and other conditions of the forthcoming transaction. To sell a share in LLC to third parties is possible only after the other participants have waived their pre-emptive right: they have notified the notary or have not exercised their right within 30 days after receiving the notice. If any of the participants takes advantage of their preemptive right and decides to buy a stake from you, then such a transaction does not need to be certified by a notary. It is enough to formalize a written contract and make appropriate changes to the Unified State Register of Legal Entities. The sale of shares to third parties also passes through a notary.
Sale of a share in LLC itself to the company.As a general rule, the company itself can not buy a stake from its participant. However, there are exceptions to this rule: - other participants refused to consent to the sale of the stake to third parties (if such consent is required by the charter), - other participants refused to buy a share (if the charter does not allow the sale of a stake to third parties); paid it in full - the company refused to transfer the share to the heir - other cases provided for by law. When the company repurchased a share, within 1 year it should be distributed among the remaining participants of the company. You can also sell the stake to third parties. If this does not happen, the firm will have to reduce its authorized capital.