How to sell shares in jsc
Video: MONG SON JOINT STOCK COMPANY CLIP 2024, July
The sale of shares in an OJSC is a simple procedure if a small block of shares is sold (up to 30%). Otherwise, the legislation on joint-stock companies has established a rather complicated procedure for completing a share purchase and sale transaction.
Instruction manual
1
An open joint-stock company (OJSC), upon creation, places its capital in the form of shares. As a rule, shares are issued in non-documentary form. The first issue of shares is registered with a government agency, the Federal Service for Financial Markets (FSFM). Without such registration, transactions with shares are impossible. The company organizes the maintenance of the register of shareholders, which contains information about each shareholder, the number and categories of shares.
2
Shareholders of the company are free to sell shares without the consent of other shareholders. Sale is carried out on the basis of a simple stock purchase agreement concluded in writing. Some difficulties are the sale of a package containing more than 30% of the shares. A person who intends to acquire more than 30% of the shares of the company should send to the shareholders of the company an offer to buy back so many shares indicating the proposed price of these shares or the method for determining them. A bank guarantee is attached to such an offer, providing for an obligation to pay the price of the shares sold if the obligation to pay for the acquired shares is not fulfilled on time. In case the shareholders agree, a share purchase agreement is concluded.
3
According to the law, a person who has acquired (or has in total) more than 30% of the shares of an OJSC must send the holders of the remaining shares an offer to acquire the remaining shares from them (in the law such an offer is called mandatory). The offer also has the bank guarantee described above. Shareholders are entitled, at their discretion, to sell shares to this person or refuse him. The decision on this is made at the general meeting of shareholders.
4
It should be remembered that voluntary or mandatory proposals mentioned above are submitted to the FSFM body before being sent directly to the stock seller. The FSFM body considers such a proposal and the documents attached to it and, in the presence of certain violations of the law, has the right to make recommendations for finalizing the proposal. It is important for the seller of shares of the company to ensure that the procedure for sending proposals established by law is carried out correctly, otherwise the risk of non-recognition of the purchase and sale of shares is possible.
