Business Purchasing and Selling

Our clients often ask us to assist in business purchasing and selling. In this regard, we would like to pay your attention that different forms of business require different actions and preparation of different documents in process of purchasing and selling a business.

For example, the purchase and sale of a business, that is carried out by a legal entity in the form of a business company, requires the purchase and sale of a share in the authorized capital of this company. It is also necessary to draw up certain legal documents, ensure the preemptive right to purchase a share, conclude a purchase contract, and make the appropriate changes to the Corporate Charter of the Company.

In addition, it is necessary to make amendments to their Corporate Charter and submit them for the state registration within two months.

At the same time, it is required to fill out an application for the state registration of amendments.

The following documents are required to purchase a business:

·        copies of passports of all the founders (alienators) who dispose their share and customers;

·        copies of constitutive documents or founders, who dispose their share and customers (if they are to be legal entities);

·        copies of certificates of state registration of founders who dispose their share and customers (if they are to be legal entities);

·        a copy of the director’s passport whose business on sale;

·        a state trade register certificate is required for non-residents legal entities of the Republic of Belarus.

In addition, according to Art. 23 of the Marriage and Family Code of the Republic of Belarus, the assets that have been acquired during the course of a marriage is recognized as a joint tenancy. Consequently, the disposal of a share in the authorized capital of the company will require the written permission of the spouse, and her or his passport data.

Depending on the terms and conditions of transaction and provisions of the Charter of the organization on sale, other documents may be required.

As for the unitary enterprises, the purchase can be carried out only after its registration as a property complex; or after unitary enterprise reorganization into an LLC with one founder.

Both variants have their own legal specificities.

A small mistake at the initial stage of purchasing a business can lead to disastrous consequences; therefore, we recommend you get the assistance from our specialists