In de notariële akte van een levering van aandelen staan:
- Buyer details
- Seller details
- Share information: the number, type and nominal value as stated in the articles of association
- The purchase price and payment method
- How the seller acquired the shares and whether he/she has the power of disposition
- In the context of compliance with the compulsory restriction in a private company, the notarial deed contains an offer or approval arrangement
- Any other agreements made by the parties with respect to the share transfer
ACKNOWLEDGEMENT OF THE TRANSFER OF SHARES
One of the characteristics of a private company is that the shares are registered and are, in principle, not freely transferable. The articles of association are required to include a so-called share transfer restriction that limits the free transfer of shares to a closed circle of persons. In other cases, the shares must first be offered to the other shareholder(s). It is the civil-law notary’s task to verify that the obligations for a valid share transfer have been met. The ownership transfer is only complete once the private company has acknowledged the transfer. Only then can the new shareholder exercise his/her voting rights and claim dividends.
SHAREHOLDER REGISTER
The Shareholder Register lists the names of the shareholders. After the transfer of shares has taken place, the Shareholder Register will need to be amended accordingly. Some notary offices leave this to the client, with the associated risks. TRIP Notarissen offers to include this immediate amendment as part of its services. This is in the best interests of the client. TRIP Notarissen would be happy to arrange this for you.
If you would like to ask a specific question about your future share transfer, please contact TRIP Notarissen. Our specialists are happy to assist!
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