(1) When the shareholders of a limited liability company transfer their shares to the outside world, they should pay attention to informing the company and other shareholders of the proposed transferee and the price terms to be transferred, and solicit their opinions on whether to agree to the transfer. The company and other shareholders shall give a reply within 30 days. If they fail to give a reply within the time limit, they shall be deemed to have agreed to the transfer.
(2) If the shareholders of a limited liability company do not fully contribute to the transfer of shares, it should be noted that the company or other shareholders may request the transferor to make up the contribution with the transfer price;
(3) If the nominal shareholder transfers the equity without the consent of the actual investor, the actual investor may request the nominal shareholder to compensate for the losses caused by the equity transfer in accordance with the agreement, and the people's court shall support it;
(four) pay attention to check whether the transferor has the subject qualification, whether the equity transfer agreement is legal and effective, and whether the equity to be transferred is pledged or frozen;
(5) Pay attention to verify whether the transferor has signed any contracts, agreements and other documents containing clauses prohibiting or restricting the transfer of shares, and whether the transferor has restricted the transfer of the transferred shares due to judicial judgment or other reasons.
Further reading of related knowledge: company equity transfer procedures
1. Convene the shareholders' meeting of the company to study the feasibility of buying and selling shares, analyze whether the purpose of buying and selling shares is in line with the strategic development of the company, analyze the economic strength and operating ability of the acquirer, and operate in strict accordance with the procedures stipulated in the Company Law.
2. Hire a lawyer to conduct due diligence.
3. The transferor and the transferee shall conduct substantive consultation and negotiation.
4, the transferor (state-owned, collective) enterprises to the higher authorities to apply for equity transfer, and approved by the higher authorities.
5. Appraisal and capital verification (private limited companies can also determine equity transfer price through consultation).
6. If the transferred equity belongs to a state-owned enterprise or a wholly state-owned limited company, it needs to be approved and confirmed by the State-owned Assets Supervision and Administration Office, and then evaluated by an asset appraisal firm. Other types of enterprises can go directly to the accounting firm to verify the changed capital.
7. The transferor holds a staff meeting or shareholders' meeting. Enterprises with the nature of collective enterprises need to convene a staff meeting or a staff representative meeting, and form a resolution of the staff representative meeting according to the provisions of the Trade Union Law. In the case of a limited company, it is necessary to convene (part of) the shareholders' meeting and form a resolution of the shareholders' meeting, and adopt and form a written resolution of the shareholders' meeting in accordance with the procedures and voting methods stipulated in the articles of association.
8. The company in changes in equity needs to convene a general meeting of shareholders and form a resolution.
9. The transferor and the transferee sign an equity transfer contract or equity transfer agreement.
10. The property rights exchange center will hear the contract and its annexes and handle the delivery procedures (private limited company is not required).
1 1, and go through the change registration formalities with relevant departments.