Transfers of Shares of Commercial Companies

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Again, we address the importance of transfer transactions of shares of commercial companies; a topic that we have previously addressed in the series of articles on “Mergers and Acquisitions in Nicaragua” and “Tax Effects in Stock Transfer Operations”. Recently, this topic has gained great relevance, since the legal system applicable to this type of operation has been reformed, establishing new commercial and fiscal obligations. In this article we will give a brief summary of the different steps that must be followed, however, we warn that the obligations can be complex and comprehensive advice is required for each specific case.

In accordance with article 232 of the Commercial Code of the Republic of Nicaragua, the ownership of the shares is proven by means of an endorsement and its registration in the Share Registry Book of the issuing company. These are essential elements for the transfer, since, if they are not complied with, said transfer will not take effect for the company or for third parties.

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