The context in which a transfer of shares in a company may occur is diverse. Either a shareholder is discontinuing its activities, planning its succession, or wishes to incentise members of its staff.
The steps to be taken in order to sell shares are equally diverse. These will vary according to several parameters, including size of the target company, identification of buyers, the need to isolate certain activities that should remain outside the scope of the divestment, etc.
A number of operations must be carried out.
- defining your objectives (price, desire to retain part of the business, whether or not to remain active in the sector, etc.)
- verification of the transferability of the shares with regard to the company’s articles of association and, if necessary, identification of the steps to be taken prior to finding a transferor
- planning and implementation of a carve-out, if required
- assessment of the tax impact of the transfer
- conducting vendor due diligence, if necessary
- drafting the letter of intent, outlining where appropriate
- creation of the data room
- answers to the purchaser’s questions
- negotiation and drafting of the cessation agreement.
Our intervention generally begins with the handing over of a questionnaire to be filled in, allowing us to get to know the company to be sold. This questionnaire lists the documents to be sent to us.
