Quota assignment or Share Purchase Agreement

Essential Documents

*Requesting party's information: - Full name - Copy of ID - Civil status - Domicile -Fax -Home phone -Cell phone -Email - If a company, Confirm: - corporate name - Corporate ID -Domicile -Fax -Home phone -Cell phone -Email - Power under which the representative acts (legal representative with full and unlimited power of attorney, general proxy, special proxy) - Full name - Copy of ID (ID, passport, dimex) - Civil status - Domicile *Property owner's information: - Full name - Copy of ID - Civil status - Domicile -Fax -Home phone -Cell phone -Email - If a company, Confirm: - corporate name - Corporate ID -Domicile -Fax -Home phone -Cell phone -Email - Power under which the representative acts (legal representative with full and unlimited power of attorney, general proxy, special proxy) - Full name - Copy of ID (ID, passport, dimex) - Civil status - Domicile *Confirm if the business has a commercial license ("Patente") If so, share a copy *Municipality in charge *Confirm if the owner of the property where the office or shop is located at, or its legal representative can request a zoning certificate ("Uso de Suelo") by signing the form directly. Otherwise, a person from the PredictaBill team will contact you. Please consider that each Municipality has the authority to vary the requirements; therefore, additional information may be requested.

Terms and conditions

The price indicated here has been estimated assuming that the requested document will be delivered in digital format, or that you will pick up the physical version at the PredictaBill offices. Alternatively, you can request that the document be sent to the location you specify, by courier or Costa Rica postal service, in which case the costs and delivery times that will be indicated at the time of processing the payment for the service will apply

1. What is a Quota assignment or Share Purchase Agreement ?
A quota assignment or share purchase agreement is a legal document used to document the transfer of ownership of quotas in a Limited Liability Company and shares in a Corporation.

2. What are the requirements to execute a Quota assignment or Share Purchase Agreement ?
To execute a Quota assignment or Share Purchase Agreement , it is necessary to have the authorization of the general meeting of quotaholders o shareholders, to comply with specific requirements established in the bylaws of the company whose shares are to be transferred, and to comply with other requirements established in Costa Rican law. In addition, both parties must agree on the terms and conditions of the transfer. Additionally, certain basic information is needed from both the buyer and the seller; including, full name, whether an individual or an entity, identification number, either identity card or passport in the case of individuals, or legal identity card when the parties involved are entities.

3. What is the difference between a Quota assignment or Share Purchase Agreement?
The main difference between a Quota assignment or Share Purchase Agreement lies in the type of company in which the transfer is made. In a limited liability company, quotas are assigned, while in a corporation, shares are bought and sold.

4. What are the legal implications of a Quota assignment or Share Purchase Agreement ?
A Quota assignment or Share Purchase Agreement implies that the buyer acquires the political and economic rights, as well as the obligations associated with the quotas or shares transferred. This includes the right to receive dividends, participate in the company’s decisions, and assume legal and financial responsibilities.

5. Is it necessary to register a Quota assignment or Share Purchase Agreement ?
In Costa Rica it is not mandatory to register a Quota assignment or Share Purchase Agreement with any public or private entity. It is a private document to which only the buyer and the seller, and the other parties authorized by them, may have access. However, it is highly advisable to sign a contract of this type, not only to define the terms of the business and thus avoid discussions between the parties but also to have documentary support of the transaction, since it could be the case that the buyer and the seller, as well as the other parties authorized by them, may have access to it.