The transfer and sale of company shares is a crucial process for changing the ownership structure of companies in Macedonia. Whether you are a business owner, investor, or buyer, understanding the legal aspects, financial implications, and best practices can help you navigate the process smoothly. This guide provides a detailed overview of share transfers and sales in 2025.
Process of тransferring and selling shares
Determining the share price
The price of the share is typically determined through negotiations, considering factors such as:
- Financial statements
- Property valuation
- Market value analysis
Checking transfer conditions
- Shares can only be transferred if the shareholder has fully paid their capital contribution.
- The transfer must comply with the Company Law and the company’s Articles of Association.
Right of first refusal
- Existing shareholders have priority in purchasing shares before they are offered to external buyers.
- The standard timeframe for exercising this right is 30 days from the notification of the sale.
Signing a share transfer agreement
The Share Transfer Agreement must include:
- Details of the seller and buyer
- Description of the share being transferred
- Purchase price and payment terms
- Other relevant provisions
Important: The agreement must be notarized before it is legally binding.
Filing for ownership change
The new owner must submit an application to the company for the ownership update.
Legal and financial aspects
- Capital Gains Tax: Calculated on the difference between the selling and purchase price of the share (10% tax rate).
- Updating the beneficial ownership register.
- Informing Banks and business partners of ownership changes.
Frequently asked questions
How long does the transfer process take?
The process can take a few days to several weeks, depending on the complexity of the transaction.
Is a lawyer required for the transfer?
While not legally mandatory, consulting a legal expert ensures the process is properly executed.
How is capital gains tax calculated?
Capital gains tax is 10% on the profit made from the sale of the share.
Closing arguments
The transfer and sale of company shares in Macedonia is a complex but essential business process. Proper planning, legal compliance, and expert guidance can ensure a smooth and legally valid transaction. Whether selling or acquiring shares, understanding the process is key to making informed business decisions in 2025.
