Reader Q: Previously, a friend and I opened a 100-dollar store. After more than two years of not very pleasant cooperation, I decided to withdraw. Economically we have no problem, just want to know what needs to be done in terms of formalities in order to avoid possible trouble in the future. Mr. Zheng A: Your question just said joint stock, but didn't tell me the form of your joint stock. Is it a joint stock company or a joint venture, set up a COMUNIDAD DE BIENES. If it's a set up company, and you want to withdraw your shares, you need to sell your original shares to someone else, either another shareholder, or a third party. The sale must be notarized by a notary public. If you were a legal representative in the company, you must resign from the position and send the notarized certificate of resignation to the local commercial registry for registration, and at the same time, send a copy of the notarized certificate that has been filed to the tax office. In this way, the business of the company will not concern you anymore. If you are not incorporated, but are merely a joint venture, a comunidade de bienes, or a sociedad civile, it is not necessary to go to a notary public to buy or sell shares, since they do not have the nature of a legal person. It is sufficient for the original shareholders, for example the two of you at the time and the two of you at the present time, to sign a contract for the dissolution of the joint venture (COMUNIDAD DE BIENES, or SOCIEDAD CIVIL) that was established at that time, to send it to the place where it was registered at that time and to go through the procedure of BAJA at the tax office. The formalities at the tax office can be done online by the proxy book that originally did the bookkeeping for you. If the 100-dollar store continues to exist and you withdraw your shares and another shareholder continues to run the business on his own, let the representative book give him the ALTA formalities in his personal name and that's it. What should I pay attention to when buying shares in a company? Reader Q: There is a bar owned by a foreigner, business is good, I want to take over. But the owner said that he can only buy his company over and continue to operate it, otherwise the landlord will have to increase the rent a lot. I don't know much about buying and selling company shares and would like to know what I need to pay attention to here and whether there are any risks. Mr. Cheng's answer: You do need to think twice before buying a company from a stranger. Because what you are buying is not only shares, but the whole company. In other words, you are buying a business, but you are also buying a responsibility. If this is a company that has no financial problems and has never violated any administrative regulations, that is to say, a clean company, you will not be liable, as long as you pay attention to your own business in the future and take responsibility for everything you do. However, it's hard for you to get a clear picture of whether or not this company has actually done anything. For example, if they had violated one of the city's rules and were fined, and they haven't paid it yet. That money will then be required to be paid by the new person who takes over this company. This is a small amount. If it was a violation of the Ministry of Labor's law on legal employment, a fine of at least 10.000 euros for having black workers would also be on the new shareholders. Some people say that it is possible to write in the sale that the original shareholders will be responsible for everything that happened before, right? This is not possible. Because the company is a legal person, and the legal person is responsible for the legal person's affairs. In whose hands is the company, is whose responsibility. If it is an individual, it can be done this way. This bar originally belonged to an individual, he sold it to you, the previous things are his own responsibility, it will not be your turn to be responsible for him. We had a similar thing in our firm before. About a year after the overseas Chinese took over the business, they received a letter from the government saying how much the company owed in unpaid fines and demanded them to pay. An appeal to get a notarized transfer of the company was unsuccessful. The reason was that the company was transferred around, only changing shareholders or legal representatives, and the responsibility of the company was still borne by that company. In the end, the owner was forced to give up the business, but legally speaking, he was the last and only shareholder and legal representative of the company, and the government could have held him responsible. In your case, if the original store owner says so and wants you to take over his company, you really need to think about the consequences. You can find out what the landlord means, especially in the current economic crisis, the landlord does not necessarily increase the rent significantly. If the difference is similar and the business is really good, you would rather choose the latter and give the original owner a transfer fee to reopen the business in your own name. In this way, in case of problems with their company in the past will have nothing to do with you.