Publication date: 07.06.2024
lawyer, 23 years of experience in enforcement.
The moment of the transfer of corporate rights, which is determined by the ownership of a share in the authorized capital, is the entry of a record of the change of ownership of the share (VP of the Supreme Court dated 06.08.2021 No. 906/1336/ 19).
The Law "On State Registration of Legal Entities, Individual Entrepreneurs, and Public Organizations" requires the owners of the enterprise to submit consent to the change of ownership and the transfer of the capital share in order to register the change of ownership.
If the share is sold by the executor to the buyer, who is another member of the company, a written agreement on the transfer of the share is drawn up and notarized, confirming the introduction of changes to the information about the participants in the Unified State Register.
The difficulty of realizing the buyer's rights is when buying a share from an auction (Article 61 of the Law on Private Equity).
According to this rule, the property that has been seized is sold (except for the property removed from the sphere of civil law, restricted in circulation and the property specified in part eight of Article 56 of this Law). Other property is sold at an electronic auction or at a fixed price.
According to the results of the auction, the final participant is issued a certificate of the electronic auction (clause 4 of Article X of the Procedure for the sale of seized property).
However, this act is not included in the list of documents in Part 5 of Art. 17 of the Law on LLC Registration, this law complicates the documentation of a change in the membership of LLC members.
The procedure does not have specifics regarding the specifics of the sale of a share in SC LLC. The auction results indicate the organizer's participation in the procedure, including the following information:
- Full name of the natural person - the winner of electronic auctions, a package of documents certifying his identity, place of residence (if a legal entity, his name, location and code according to EDRPOU are documented).
the monetary value of the prize awarded to the winner of electronic auctions for the purchased property.
- Corroborating information is information on legal documents certifying the debtor's ownership of the property.
Clause 8 of Order X establishes that the procedure for conducting an electronic auction is a means of documenting ownership of purchased property in cases where it is provided for by law.
Since the executor buys a percentage share in the SC from the winner of the auction, in order to overcome the mentioned obstacle, an agreement on conducting an electronic auction can be concluded between the shareholder and the authorized person of the company, this additional agreement must be documented. This procedure, together with other relevant documents, provided for in Part 5 of Art. Changes to information on the composition of a legal entity and the size of its shares are submitted to the state registrar in accordance with Article 17 of the Law on the Registration of a Joint-Stock Company.
The legal service "Consultant" will select a lawyer or an attorney who will conduct a legal analysis of the situation, form an appropriate procedural document (application, statement of claim, petition, etc.), and also help in collecting the evidence base for the most effective resolution of the issue. Service specialists will accompany the process from the beginning to the execution of the court decision. They will also provide advice and help in solving such issues as: preparation of amicable settlement with the creditor, Protection from collections, Arrest for inviolability, removal of seizure from real estate and funds, Removal of attachment from real estate, bankruptcy of an individual, debt reduction, etc.
