How to upload and verify your stock certificates before selling

Selling private company shares through Forge offers a potential path to liquidity. But before you can list your shares, you’ll need to upload and verify your stock certificates. This process ensures compliance with regulatory requirements and company-specific restrictions, protecting both sellers and buyers in the secondary market. Here’s a detailed guide on how to prepare your shares for sale on Forge.​ 

Step 1: Create your account and seller profile

To begin, create a free account on Forge’s platform. Once registered, you can initiate the selling process by providing details about your holdings, including the company name, share class, share quantity and your desired sale price. This information helps Forge assess market demand and match you with potential buyers.

Step 2: Upload your stock certificates 

After setting up your profile, you’ll need to upload digital copies of your stock certificates. Or, if you were issued digital certificates (originated in digital form), then you can submit them in this preexisting format. These documents serve as proof of ownership and are essential for verifying your right to sell the shares. When uploading, you should ensure that the scanned copies are clear and legible, capturing all relevant details such as certificate numbers, share quantities and signatures.

Step 3: Verification and compliance checks

Once your certificates are uploaded, Forge’s compliance team will review the documents to confirm their authenticity and ensure they meet all regulatory requirements. This process may involve:​

• Validating certificate authenticity: Ensuring the certificates are genuine and correspond to the company's records.
• Confirming ownership: Verifying that you are the rightful owner of the shares and have the authority to sell them.
• Assessing transfer restrictions: Checking for any company-imposed restrictions or rights of first refusal (ROFR) that may affect the sale.​

Forge representatives can help guide you through any additional steps required during this phase, as needed.

Step 4: Company approval and transfer process

Many private companies have specific procedures for approving share transfers. Forge will coordinate with the issuing company to obtain the necessary approvals, which may include:

• Right of first refusal (ROFR): The company or existing shareholders may have an option to exercise the right to purchase your shares before they are offered to external buyers.
• Board approval: Some companies require board consent for share transfers.​

Once approvals are secured, Forge will work with a transfer agent to facilitate the movement of shares to the buyer.

Step 5: Finalizing the sale

After all verifications and approvals are in place, Forge will match your shares with interested buyers. Upon agreement on terms and diligence is completed, the transaction will proceed and funds will be transferred to your account per the agreed-upon schedule. Forge’s team ensures that all legal and regulatory requirements are met, providing a secure and compliant transaction environment.

Additional considerations

• Accredited investor status: Buyers on Forge’s platform must meet accredited investor criteria as defined by federal securities laws. Accredited investors are defined by the U.S. Securities and Exchange Commission here.
• Tax implications: Selling private shares may have tax consequences. You should consult with a tax advisor to understand your obligations before selling shares.​

Get started today with Forge

If you're ready to sell your private company shares, Forge offers a comprehensive platform to facilitate the process. From uploading and verifying your stock certificates to navigating compliance and finalizing the sale, Forge’s experienced team is here to support you every step of the way. Create your free account today to begin your journey toward liquidity.​