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Legal advice on Selling and Purchasing Businesses

Legal advice
on Selling and Purchasing
Businesses
Term - from 1-2 days
Cost - from 5,000 RUB
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The specifics of business purchase and sale transactions depend on whether the entire company or individual shares in its authorized capital are purchased, as well as on the legal form of the legal entity, which can be a limited liability company (LLC) or a joint-stock company.

Consult-group provides legal support for transactions related to the purchase of a business in Russia:

  1. Our lawyers will check the company in which the interest or shares are being purchased for its participation in legal proceedings, whether the company is in liquidation or bankruptcy;
  2. We will perform a financial analysis of the acquired company, find out the amount of accounts receivable and payable, and assess the liquidity of the property on its balance sheet;
  3. Perform a legal analysis of the purity of the transaction, check the seller's authority to alienate the share (shares);
  4. Prepare all documents necessary for processing the transaction (notary offer to sell the shares, consent of the members of the society and of the society for the transaction, a notarized statement of the participants on waiver of pre-emptive, the contract of purchase and sale);
  5. If necessary, we will receive consent to purchase shares from authorized governmental bodies.
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A transaction aimed at alienating a share or part of is subject to notarization by drawing up a single document signed by the parties. Failure to comply with the notarial form entails the invalidity of this transaction.

After the conclusion of the share purchase and sale agreement, you must submit an application for amendments to the unified state register of legal entities. Currently, information about the company's founders is not contained in the company's Charter, so you do not need to submit an application for amendments to the constituent documents. Here you can submit an application for changes to the information about a legal entity contained in the state register of legal entities, which is not paid by state duty. The authenticity of the signature on the application is certified by a notary. In this case, the tax service is also provided with documents confirming the reason for the transfer of the share or part of the share.



State registration of such changes is carried out within 5 days. Upon completion of registration, the applicant is issued a list of entries in the unified state register and an extract from the unified register.

From the moment of state registration of changes all rights and obligations of the company's participant pass to the new participant.

 
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