Preparations
Share book clean-up
Is the entire chain-of-title legally (contracts) and financially (validated) sound?
In case of certificates, are all share certificates available or are there any share certificates that need to be declared invalid due to loss or duplicate issuance?
Shareholders' agreements
How should transfer restrictions be handled, i.e., how can it be ensured that a “come-along” clause can be exercised?
To how many custodians shall shares be delivered?
Any control agreements in place?
Additional share classes for free floating?
Securities account numbers
Are the custody account numbers and bank references of all shareholders available?
Has the securities account list be pre-checked by the issuer agent?
Price
What price should be communicated in the banking system?
Nominal value
Preliminary tax price
Definitive tax price (lagged)
Investor price
Contractual
Upgrade your Aequitec plan to include a bankable share registrar.
Contract an issuer and paying agent. Our team has an extensive list of partners.
Contract with a stock exchange if you want to list your shares on a public or private market place. This is optional.
Contact with a central securities depository. The Aequitec team can help you to prepare your articles of association for submission to receive a contract.
Operational
Update your articles of association. The Aequitec team can help you to provide the relevant legal section in various languages.
Request pre-approval of your articles with the central securities depository. Aequitec can handle the filing for you if you provide the authorised signee names, postal addresses and their KYC documents.
Onboard your share book to Aequitec, if not done already, so that Aequitec can submit your share book to your issuer agent. Please have the share book signed by authorised personell.
Legal Background
Shares can be issued as certificates or uncertificated securities.
Especially for intermediated securities, i.e. securities booked into a bank securities account, uncertificated securities serve as underlying (Art. 973c), hence our recommendation to use a single uncertificated securities share book in our software.
Of course, if you go for certificates, that is possible as well, but comes with additional custody cost for the certificates.