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How to transfer partial ownership?

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What is the name of your state? California

A friend of mine and I started a company. It was incorporated in his name as a Nevada C-Corp. Company is not public, still private. How do we transfer the company half into my name? Neither of us are sure, but agree that as I did co-found it and it was my idea, that it should be half mine. Do we just write up a bill of sale for 50% ownership and have it notorized or are there forms for doing so? Thank you.
 


divgradcurl

Senior Member
Love My Husband said:
What is the name of your state? California

A friend of mine and I started a company. It was incorporated in his name as a Nevada C-Corp. Company is not public, still private. How do we transfer the company half into my name? Neither of us are sure, but agree that as I did co-found it and it was my idea, that it should be half mine. Do we just write up a bill of sale for 50% ownership and have it notorized or are there forms for doing so? Thank you.
Go to the Nevada secretary of state's website, this will almost certainly have to be done as a stock sale, so you may have to set a par value for the stock and there may be tax consequences as well. If the corporation was originally set up with the help of an attorney, then that attorney is probably the right one to help you now. If you set it up alone, maybe now is the time to get an attorney involved.
 
It was set up alone. We value the company at $0 right now as it has no assets worth anything. How would it be determined how many shares of stock the company has?
 

divgradcurl

Senior Member
Love My Husband said:
It was set up alone. We value the company at $0 right now as it has no assets worth anything. How would it be determined how many shares of stock the company has?
You can issue however many you want -- if you want 50-50 ownership, just issue two shares, each person has one share...

What's the point of incorporating if the value is $0? One of the primary ways a corporation can lose the protection of a "corporate veil" is through underfunding of the corporation. Further, that $0 value is going to be the "basis" on which any taxes are going to be based for the sale of stock or the corporate entity as a whole.
 
The company has made no money and has no assets of any value to anyone else. That's hw we value it at $0 so far. We didn't place a value on our time.

We're trying to figure out how to issue shares. If we knew that this would be much easier. Do you know how to do this? Thank you.
 

divgradcurl

Senior Member
Love My Husband said:
The company has made no money and has no assets of any value to anyone else. That's hw we value it at $0 so far. We didn't place a value on our time.

We're trying to figure out how to issue shares. If we knew that this would be much easier. Do you know how to do this? Thank you.
There are forms and information available on the Nevada secretary of state's website.
 

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