The Civil Code of the Russian Federation and Federal Law of 08.02.98 N 14-FZ "On Limited Liability Companies" determined the main legal provisions of a limited liability company - the most common organizational and legal form of legal entities in the Russian Federation.
Instructions
Step 1
The authorized capital of a company reflects the minimum size of the enterprise's property and is made up of the nominal value of the shares of its participants. When the authorized capital is contributed, the founders, as it were, exclude liability with their personal property for the company's debts to creditors. The size of the authorized capital cannot be less than a hundred times the minimum wage (minimum wage) in rubles established by the Federal Law at the time of registration of the company. Contributions to the authorized capital can be money, securities, property rights or other property that can be valued in monetary terms.
Step 2
The members of the company have the right to sell or cede their share in the authorized capital (Federal Law N 14-FZ). The sale procedure is established by Article 21 of the same law. If the charter of the company does not prohibit, then the sale is allowed: to the participants of the same company, to third parties, to the company itself.
Step 3
If you decide to sell your share in the authorized capital of a limited liability company, notify the other members of the LLC in writing of your intention to sell your share, indicating the price and other terms of the transaction.
Step 4
The company itself as a legal entity or other members of the LLC can exercise the right of pre-emptive redemption of the share within a month from the date of notification (unless another period is established by the charter of the LLC).
Step 5
If the company and its members have not expressed a desire to use the right of redemption, then you can sell your share to third parties, if this does not contradict the charter of the company. Inform the company about the transaction in writing, send by mail a valuable or certified letter with notification to the address of the LLC, which is indicated in its constituent documents. You can also deliver the letter to the authorized person of the LLC against receipt.
Step 6
Enter into an agreement for the sale and purchase of a share with a buyer on the basis of the form established by law and the charter of the LLC. If necessary, notarize the agreement. Otherwise, the transaction may be invalidated from the moment of its execution (clause 6 of article 21 of Law N 14-FZ0).
Step 7
Legislation does not establish a specific document confirming the actual transfer of property rights, therefore it can be drawn up with a simple act of acceptance and transfer. Law N 14-FZ Art.12, as well as Federal Law of 08.08.2001 N 129-FZ Art. 17-19 "On State Registration of Legal Entities and Individual Entrepreneurs" require an LLC to amend its constituent documents regarding the composition of participants and the size of their shares.
