Migrate your corporate management to Sttok
The starting point is the company's deeds, minutes and contracts: the shareholder register is built from them. Sttok onboarding takes a few hours per company. You can come from a spreadsheet, from another application or from the register kept by your law firm. If the register hasn't been updated in years, the history is rebuilt from the deeds within the same onboarding. The company provides the documents it already has and doesn't start from scratch.
What to gather before you start
The deeds, minutes and contracts the company already has are the base. The more there are, the less needs rebuilding.
They are the shareholder register, or the spreadsheet that replaces it, and the current bylaws. They are also the deed of incorporation and the deeds for each capital increase, reduction or transfer, and the minutes of general meetings and board meetings. Add any shareholders' agreements, ownership certificates already issued and the list of current officers.
The deeds are the source used to put the numbering in order. Any that are missing can be requested from the notary or the registry.
Situations
The register is in a spreadsheet
It is the most common starting point. The spreadsheet says who holds how many shares, but it almost never says where they came from, with what numbering or with what encumbrances.
Sttok loads the history during onboarding and then keeps the shareholder register as the official record, with numbering, classes, encumbrances and co-owners. Transfers are recorded by share range and ownership certificates are generated from the register. The differences from a spreadsheet are in the comparison with Excel.
Coming from another application
Some companies already keep their cap table or shareholder register in another application. The starting point is whatever that application exports, plus the company’s deeds and minutes, which fix the numbering.
Loading the history is part of onboarding. Afterwards the shareholder register and the incentive plans sit in the same place, and the company’s lawyers work on the same data.
The register is kept by the law firm
Many companies have their shareholder register in the hands of their law firm or accountant. Spanish law gives the keeping and custody of the register to the board or governing body (article 105.1 of the Spanish Companies Act). The register belongs to the company, and the company can ask for it.
You ask the firm for the register, the deeds and the minutes, and they are loaded into Sttok. With permissions per company, each person sees the scope that applies to them. There is more detail for law firms in law firms and advisers.
The register hasn't been updated in years
It is common in companies with decades of history. The company only treats as a shareholder whoever is entered in the register (articles 104.2 and 116.2 of the Spanish Companies Act). An out-of-date register leaves heirs and buyers out.
Sttok rebuilds the history from the deeds, transaction by transaction, within onboarding. The resulting register is exported in a format ready for legalisation.
There are several companies
A group isn't migrated all at once. Each company has its own register, governing bodies and officers. Sttok sets up a new company with its history, and one group company can be a shareholder of another. In large groups onboarding is planned company by company. There is more detail in corporate groups.
Summary
| Starting point | What the company provides | What Sttok does |
|---|---|---|
| Spreadsheet | The spreadsheet, the deeds and the minutes | Loads the history and keeps the register as the official record |
| Another application | Whatever the application exports, plus the deeds and minutes | Loads the history within onboarding |
| Law firm or accountant | The register, deeds and minutes held by the firm | Loads the register and sets permissions per company |
| Out-of-date register | The deeds for each transaction | Rebuilds the history within onboarding |
| Several companies | The documents for each one | Sets up each company with its history, company by company |
Frequently asked questions
How long does the migration take? Setup takes a few hours per company. Large groups are planned company by company.
Do we need every deed? The deeds are the source used to rebuild the history. Any that are missing can be requested from the notary or the registry. With fewer documents, there is more rebuilding to do.
Who has to hand over the register if the law firm keeps it? Keeping and custody belong to the company's board or governing body (article 105.1 of the Spanish Companies Act). The company can ask the firm for it.
Can we migrate from another application? Yes. The starting point is whatever that application exports, plus the company’s deeds and minutes. Loading the history is part of onboarding.
What if the register we have contains errors? They are put in order from the deeds while the history is rebuilt. Under Spanish law the company can only correct the register if the parties concerned don't object within the legal period. It is one month in an SL and thirty days in an SA (articles 104.4 and 116.4).
Can we migrate Latin American companies? Sttok handles the shareholder register, the general assembly of shareholders, the junta directiva and the directorio. Compliance with each country's rules is assessed case by case.
How much does it cost? From €450 a year per company, excluding VAT, for up to 10 shareholders or beneficiaries. It is €650 for up to 20 and €850 for up to 50. Companies with more than 50 shareholders and groups have a custom plan, which is the most common case. The details are on the pricing page.
Get started
More than 250 customers manage more than 500 companies with Sttok, an average of two per customer that reflects the group profile. They manage more than 250,000 shareholders and more than €20 billion in equity.