In the world of corporate structuring, utilizing shares certificates issued by a Foundation Administration Office (STAK) provides a way to separate share control from economic rights. This not only offers privacy protection but also enables companies to impose conditions on acquiring these certificates.

What are Share Certificates?

Share certificates are financial instruments representing economic rights to shares without granting direct legal ownership. Instead, the STAK, on behalf of certificate holders, holds legal ownership of the shares. Certificate holders receive dividend payouts and have voting rights, while the STAK holds the actual shares.

Imposing Conditions on Acquiring Certificates

• Determining Certificate Holders: The STAK can set conditions on who can acquire certificates, limiting it to employees, family members, or investors meeting specific criteria.
• Establishment Rules: The STAK can set rules for acquiring certificates, such as having minimal involvement in the company, achieving certain performance goals, or a specified duration of employment.
• Transfer Restrictions: To ensure shareholder structure stability, restrictions can be placed on certificate transfers. For example, an approval process for the transfer can be established.
• Continuity of Relationship: Conditions may aim to maintain a long-term relationship between the certificate holder and the company, such as retaining certificates for a specified period.

Benefits of Imposing Conditions

• Control and Stability: Conditions offer the ability to steer the structure of certificate holders and maintain control over the company.
• Succession Planning: Utilizing conditions can aid in succession planning by transferring certificates to specific heirs or successors within the company.
• Privacy Protection: By limiting who can acquire certificates, the STAK can preserve the privacy of the actual stakeholders.

Key Considerations

• Legal Compliance: It is crucial for conditions to comply with applicable laws and regulations.
• Transparency and Communication: Clear communication about the conditions to potential certificate holders is essential to avoid misunderstandings.
• Flexibility and Objectives: Conditions should align with the company and STAK's objectives and be flexible enough to accommodate future changes.

Imposing conditions on acquiring certificates via an STAK provides companies with a powerful mechanism to maintain control and steer stakeholder involvement. However, it is crucial to do this carefully, considering all legal requirements and the needs of all involved parties.

Conclusion

Share Council is ready to support your company in setting up an STAK. Our expertise extends to all aspects of employee participation. In a non-binding conversation, we want to explore together which options best suit your company and how we can assist. Contact us, and let's explore the possibilities to propel your company forward.