Transferring a ready-made (shelf) company generally follows a predictable business process. While specific steps and requirements depend on the jurisdiction and any licences the company holds, the main stages—agreement on terms, due diligence, documentation, and register updates—are common across markets.

Key Points

• Initial alignment of key commercial and legal terms
• Document review and due diligence by buyer and seller
• Execution of a sale and purchase agreement (SPA)
• Formal transfer of shares or ownership interests
• Registration of ownership changes with relevant authorities
• Handover of corporate documentation and records
• Jurisdictional or licence-specific steps may be required

How it works

1. Preliminary negotiation: agree price, scope of assets, and any escrow or indemnities.
2. Due diligence: buyer reviews incorporation documents, licences, beneficial ownership, and any liabilities.
3. Agreement: parties sign the SPA and any ancillary documents (escrow, assignment agreements).
4. Corporate actions: share transfer, board/resolution updates, and preparation of transfer documentation.
5. Registration: file necessary forms with the company registry and update public records where required.
6. Handover: transfer physical and electronic corporate records, update authorised signatories and bank mandates as needed.

Note: the above is a general description and does not constitute legal advice. Specific tax, regulatory or licence implications depend on the jurisdiction and the company’s activities—seek local legal and tax counsel for binding guidance.

Contact us to discuss a ready-made company transaction or to request jurisdiction-specific guidance: vicorp.consulting