The Selling Process, Step by Step
Selling private company shares through Mirai Capital follows a structured process.
Getting Started
Create an account. Registration is free. If you’re only looking to sell, you can sign up as a seller. If you want to both buy and sell, or view market activity for other companies, you can register as an individual investor.
Add your holdings. After completing onboarding, you can specify which companies you hold shares in. This unlocks company pages where you can view current market pricing snapshots and historical price data.
Understand the minimum. Mirai Capital has a minimum transaction amount of USD $25,000. The number of shares you list multiplied by your asking price per share must meet or exceed that threshold.
Placing a Sell Indication
A sell indication is your entry point into the market. It signals to potential buyers that you’re open to transacting.
What to specify:
- Your desired price per share
- The number of shares you’re offering
- When you want the indication to expire
You can adjust price, quantity, and expiry at any time.
What happens next: Once live, your indication becomes visible to interested buyers. You’ll see the price and size of their interest, and you can engage with them directly through the platform.
Offers, Counters, and Matches
When a buyer expresses interest, you can choose to proceed at their stated price and size, or counter with different terms.
Matching with multiple buyers. A single sell indication can result in matches with more than one buyer. For example, if you list 10,000 shares, you might sell:
- 3,000 shares to Buyer A
- 5,000 shares to Buyer B
- 1,000 shares to Buyer C
- 1,000 shares to Buyer D
Each match creates a separate transaction.
What is a match? A match occurs when a buyer confirms your offer. Once matched, the transaction moves toward closing, subject to any required approvals and documentation.
Closing the Transaction
After a match is created, Mirai Capital coordinates the closing process. This includes:
- Working with the company to obtain any required approvals
- Guiding you through documentation
- Notifying you of any further actions needed
Timelines. Private transactions typically take longer than public market trades. The process from match to settlement often spans several weeks to a few months, depending on the company and its transfer requirements.
Settlement. When the transaction closes, your shares are transferred, and you receive the sale proceeds.
Once You Agree to Sell
Once you have sent an offer to a buyer, the buyer must agree to your offer by adding it to their order. You then will typically sign a “share transfer notice” or STN, which is a provisional agreement or “agreement in principle” signed on Mirai Capital. The STN is typically conditional on any approval rights of the company, such as a right of first refusal (ROFR).
Once this STN is signed by both you and the buyer, our Execution Services team will reach out to help you close the transaction. We have closed tens of thousands of secondary share sales and will be there to support you through each step.
Typically, it takes between 30 and 90 days from the day the STN is signed to close the transaction.
Do I Need to Ask the Company for Permission to Sell?
No. Mirai Capital will seek the company’s approval on your behalf if it is required.
Whether or not you can sell your stock depends on the terms of your option agreement, option plan, company bylaws, shareholder agreement, or other relevant documents. Most companies’ documents permit you to sell stock as long as you have the approval of the company that issued it. Some also have a clause called a right of first refusal (ROFR).
What If the Company Doesn’t Allow Transfers?
Some companies have a policy not to approve share transfer requests. If you are aware of this, then let us know. In rare cases, some company documents or option/shareholder agreements prohibit transfer altogether, without providing an option for approval by the company. If you are aware that this is the case for your shares, we can advise you of alternative options.
There are risks associated with exercising your options ahead of a potential sale transaction. If the company does not approve the transaction, or the transaction is not completed for some reason, you may have to hold the shares indefinitely.
Anonymity
Any sell indication you make on Mirai Capital is anonymous.
Mirai Capital pairs your sell indication with interested buyers. Your identity will be disclosed to the buyer after they accept your offer, but will never be revealed to other users on the platform.