LLC has entered into a contract with a foreign company for the sale of its stake in the company. The contract is properly executed, signed by the parties and certified by the broker. Upon execution of the contract, a certificate of ownership of shares was transferred to a representative of a foreign company, and the entire amount due under the contract was transferred to the company´s settlement account.
A year later, when preparing for the next meeting of shareholders, it turned out that the register of shareholders still includes LLC, and not a foreign company. The representative of the company said that he, for his part, had taken all the required actions to dispose of the shares, and the company should have applied to the registrar for changes. The registry holder refused to register changes in the registry on documents a year ago.
The foreign company, believing that the transaction should be considered failed, demanded the return of all the amount paid by it under the contract.
Are the claims of the foreign company valid, the actions of the registrar and the LLC-seller of shares?
What, in accordance with the legislation, should the parties to the transaction do so that a conflict situation did not arise?
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