Share sale or transfer

Filed with the Commercial Registry · SAREN

Selling or transferring shares is simpler than most people think: by law, an entry in the shareholder register is enough for it to be valid. But depending on what you need it for, it's wise to protect it further. We advise you and carry out the right route.

On average, 5 to 7 business days Handled by our corporate and commercial law team We go with you on signing day

Requesting a quote doesn't commit you to anything

  1. You tell us about your case. It's free.
  2. We send you the price in writing, within 1 to 3 hours.
  3. You decide. If it works for you, we start. If not, you delete it with one click and pay nothing.

No one will pressure you. Your information is used only for your case.

Is it for you?

If any of these sounds like you, this procedure is for you.

  • For anyone selling, buying or transferring shares in a company: to bring in a new shareholder, to buy an already incorporated company, for a shareholder to exit, or to reorganize ownership among the current owners

What's included and what isn't

Everything clear from the start. No fine print.

Includes

  • Advice on which of the three routes suits your case.
  • Drafting of the transfer documents.
  • Entry of the transfer in the shareholder register, signed by the transferor and the transferee.
  • The registry and notary routes are handled as an additional tier.

Does not include

  • The registry fee on the basic route, because the entry in the register isn't recorded at the registry.
  • The Commercial Registry fee if you choose the registry route (a fixed filing fee plus per-page fees).
  • Official notary fees if you choose the notary route.
  • Taxes on the gain from the sale, if applicable.

Add to your procedure

Check it and we include it in your quote. You decide at the end.

What you need

Check off what you already have. You don't need everything to request your quote.

You have 0 of 6.

  • The company's Commercial Registry record and most recent minutes
  • Shareholder register
  • Cédula (Venezuelan ID card) and RIF (Venezuelan tax ID) of the transferor and the transferee
  • Details of the shares being transferred (number and value)
  • Sale price, if applicable
  • For the registry or notary routes, we'll ask for additional required documents, which we confirm for your case

How the process works

You do very little. We take care of the rest. The whole process: on average, 5 to 7 business days.

  1. Step 1

    You tell us your case

    Who is transferring, who is receiving and what you need it for.

    You do this
  2. Step 2

    We choose the route

    We advise you on which of the three protection routes suits you.

    We do this
  3. Step 3

    We draft

    We prepare the transfer documents.

    We do this
  4. Step 4

    They sign

    The transferor and the transferee sign, and we make the entry in the shareholder register.

  5. Step 5

    We add protection

    If you chose the registry or notary route, we handle that additional tier.

    We do this
  6. Result

    Done

    We deliver your share transfer, complete and protected at the level you chose.

    You receive it

Through the shareholder register route. If you choose the registry or notary route, the timeline gets longer.

What it costs and how to pay

There are two separate payments, and we want you to see them clearly.

To usfrom $120

Our fee: we do all the work for you.

To the agencySeparate

The official registry fee. It goes straight to the agency, and we give you the exact amount, with its receipt, before you pay anything.

How you pay: 50% when we start and 50% on delivery. In dollars, in bolívares at the official BCV exchange rate, or with Cashea.

How is your investment calculated?

Your investment depends on the route you choose. Route one, from $120, our professional fee for the entry in the shareholder register, with no registry fee.

Route two, transfer in recorded minutes, adds our handling fee plus the Commercial Registry fee, a fixed amount of about $57 to $60 plus per-page fees.

Route three, transfer with notarial attestation, adds the official notary fees. A share sale carries no percentage-based fee. We give you the final figure for the route you choose before we start, no strings attached.

FAQ

What happens if I sell my shares on a handshake?

There's no way to prove when or for how much they were sold. Without an entry in the register and without a date certain, a dispute between shareholders becomes one person's word against the other's.

How much does it cost and what does it include?

The professional fee, from $120, covers drafting and handling. If you decide to record the sale, the Registry fee is paid separately, and we tell you the amount beforehand.

Must a share sale be recorded at the Commercial Registry?

Not necessarily: by law, an entry in the shareholder register is enough for it to be valid vis-à-vis the company and third parties.

Then why record it?

To give it a date certain and public notice, and to protect it if you foresee a dispute.

Which one suits me?

It depends: within a family, the register is usually enough; with an outside party and money involved, it's wise to step up a level. We'll advise you.

Can I end up holding 100 percent of the shares?

A compañía anónima (C.A., Venezuelan corporation) can be left with a single shareholder; we explain the implications.

Is the sale taxed?

There may be a tax on the gain; we review it for your case.

About this procedure

A share sale or transfer is how you change who owns a company without touching its incorporation: a new shareholder comes in, an existing one leaves, or control changes hands. What almost no one knows is that, under the Código de Comercio (Commercial Code) and the position of the Tribunal Supremo de Justicia (Venezuela's Supreme Court of Justice), a share transfer does NOT necessarily have to be recorded at the Registro Mercantil (Commercial Registry): it's enough to enter it in the shareholder register, signed by the transferor and the transferee, and with that the buyer is already a shareholder vis-à-vis the company and third parties. That's the fast, affordable route. That said, the register is a private document that you keep, and in a dispute the other side can challenge the date or the authenticity of the entry. That's why we offer three levels of protection and advise you on which one suits you: the entry in the register, the transfer in recorded shareholders' meeting minutes to give it a date certain and public notice, or the transfer with public attestation before a Notaría Pública (government notary office) or in the registrar's presence for full protection in litigation. You tell us your case, and we recommend the level and carry it out.

Is your case different?Ask us, message us on WhatsApp or book a free consultation. A real person answers you.

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