Different classes of shares in a SIA and the related tax considerations
2 July 2026
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Company Registration and Corporate Services
Every stage of a company's lifecycle gives rise to legal and organisational questions - from incorporation and structural changes to the winding down of operations. We provide legal and tax advisory support at each of these stages, helping businesses make well-informed and legally sound decisions.
Company Incorporation
Company Incorporation
A well-structured incorporation process is a critical foundation for a company's long-term development. We assist clients in selecting the most appropriate legal form and manage the complete registration process through to the commencement of operations. Our services include:
Selection of legal form We assess the business model, planned transactions, investor structure, and risk profile to identify the most suitable entity type (limited liability company, joint stock company, partnership, branch, or other).
Preparation of constitutional documents We draft all required founding documents in compliance with applicable legislation and tailored to the company's governance needs.
Registration with the Commercial Register We manage the end-to-end registration process, including preparation and submission of all required applications and correspondence with the registry.
Tax and financial advisory We advise on the applicable tax regime, VAT registration, and other tax matters arising at the commencement of operations, and provide bookkeeping services.
Corporate Changes and Amendments
Corporate Changes and Amendments
During the course of its operations, a company regularly needs to implement changes to its corporate structure. We provide legal and tax advisory support across all aspects of such changes. Our services include:
Changes to shareholder or member composition Transaction structuring, agreement preparation, and registration of share or interest transfers.
Board and supervisory board changes Documentation for the appointment of new officers or the termination of existing mandates.
Amendments to corporate data Preparation and registration of changes to company name, registered address, share capital, or articles of association.
Reorganisation processes Legal and tax analysis of mergers, demergers, acquisitions, and conversions, together with all required documentation.
Asset contributions Advisory on the contribution of intellectual property or other assets to share capital, ensuring a legally correct and tax-efficient structure.
And all other corporate changes
Company Liquidation
Company Liquidation
Where the continuation of a company's operations is no longer economically or strategically justified, a carefully managed winding-down process is essential. We provide legal and tax support at every stage of the liquidation. Our services include:
Preparation of resolutions and documentation We prepare shareholders' resolutions, liquidation documents, and filings with the Commercial Register.
Communication with authorities and creditors We coordinate communication with the State Revenue Service (SRS), creditors, banks, and other parties involved.
Tax and financial matters We manage the preparation of required financial statements, assessment of outstanding tax obligations, and financial oversight of the liquidation process.
Distribution of assets We oversee the distribution of company assets among shareholders following the settlement of all liabilities.
