It is possible to sell shares in ANY private businesses (even if they have never crowdfunded with us) using Republic Europe, but there are qualification criteria and conditions that must be met.
If the business is already in our portfolio and shares already trading on the Secondary Market then we have built the process to facilitate shares being offered in the market. The process is dependent on the type of shareholding, the total value looking to be sold and the agreement of the business. Generally we will be looking for:
A volume of greater than £50k to be transferred;
Investor numbers greater than 50 or;
The business to be raising a primary round.
If the business is new to Republic Europe, then we must first sell at least £100k of shares through a secondary campaign (from at least one shareholder). A secondary campaign is a promotion designed to find buyers for the shares being offered by the seller/s. Should this campaign be successful, we can establish the business’s profile on the platform after which both the business and its investors (under the Republic Europe Nominee) will have access to the same benefits available to other Republic Europe portfolio businesses (refer below).
In either case, it is likely a number of corporate approvals will be required from the business and its shareholders to either transfer shares to the Republic Europe Nominee or directly sell in the market. Details of this process and fees are below.
We need the business’s cooperation
The current shareholding may be held either directly (named on the cap table) or as part of a nominee structure (represented by another entity). In both instances there are likely to be restrictions either that the business has established in their Articles of Association or Shareholder Agreement to limit transferring or selling shares. These restrictions will require the business’s agreement to overcome.
If you are an individual shareholder with a small holding it may be difficult to get the business to agree to this, please do make us aware of your interest however. It is likely the best (and only) route will be to form a group of investors with the same goal and make a formal approach to the business.
Fees for selling in the Secondary Market
The total fees to sell are 5%. This includes a 3.5% transfer fee and a 1.5% transaction fee - both of which are due once a buyer has been found. If we are just transferring under the nominee (with no associated sale) then the transfer fee is 3.5% paid upfront. If held under in the Republic Europe Nominee and not sold, carry will apply on any profit made (profit is assumed to be zero at the date of transfer).
Conditions and fees for business and investors in new to Republic Europe businesses
Where the business has not previously raised capital on Republic Europe and Republic Europe is not already a shareholder then the following extra conditions and fees apply:
Republic Europe becomes a shareholder with our standard rights agreed;
£2.5k setup fee to cover due diligence checks, financial promotion creation and sign-off;
An initial £100k sold through a secondary campaign within 30 days, this may come from a single investor or multiple.
Capdesk partnership
Through our partnership with Capdesk it is possible, as a Direct Shareholder, to list shares on our market for sale via their platform. This requires the business to have an agreement with Capdesk and be an existing Republic Europe portfolio business. The same conditions apply as per above to set up a business for the first time on Republic Europe which can be done via Capdesk.