Shares and share transfer for ApS

Transfer of shares

A transfer of shares is a transaction where ownership shares in a private limited company (ApS) change hands. It may be relevant if you as a shareholder want to sell your shares – or if you as a buyer want to join the company’s ownership group. In contrast to an asset transfer, where the company’s assets are traded, in a share transfer it is the ownership itself that is transferred.

In principle, it is possible to buy and sell shares freely. However, in practice, there are often important factors that must be taken into consideration. The company’s articles of association and any ownership agreements between the owners may contain provisions that restrict or regulate the ability to transfer shares. For example, there may be a requirement for consent from the other owners or a right of first refusal, where existing owners must be offered the shares first.

Once the buyer and seller have agreed on the terms, a transfer agreement is drawn up. The agreement documents who the seller and buyer are and typically includes information about the company’s circumstances, the price of the shares and any disclosures or guarantees related to the transaction. It is important that the agreement is legally correct and covers all relevant matters, and that both seller and buyer agree to its contents – both to ensure a smooth transfer and to avoid disputes afterwards.

After the agreement is signed, the changes must be registered correctly. This includes notifying the Danish Business Authority of the change of ownership and updating the company’s register of owners to reflect the new ownership structure.

Why choose Raadgiver.dk?

At Raadgiver.dk, we assist with the entire process. We advise on the legal framework, review articles of association and ownership agreements, draw up the transfer agreement and ensure correct registration. Our goal is to ensure that you as a buyer or seller are well prepared to complete the transaction – before, during and after the transfer.