Solution
Secondary shares, controlled by the company.
Secondary transactions in private companies fail for governance reasons far more often than for pricing reasons. Perseids runs the process inside the company's own ownership platform: the company decides who may sell, who may buy, and on what terms — and the register updates only at settlement.
Structured secondary opportunities
An opportunity is a structured record rather than a thread of emails. Every party sees the same terms, and the state of the process is unambiguous at any moment.
| Field | Detail |
|---|---|
| Seller | The holder, and the specific holding being offered |
| Buyers | Approved participants only, invited by the company |
| Share class | The exact class, since rights differ by class |
| Quantity | Shares offered, and any minimum parcel |
| Indicative price | A reference price, not a binding quote |
| Approvals | The approval steps required before settlement |
Seller
- Detail
- The holder, and the specific holding being offered
Buyers
- Detail
- Approved participants only, invited by the company
Share class
- Detail
- The exact class, since rights differ by class
Quantity
- Detail
- Shares offered, and any minimum parcel
Indicative price
- Detail
- A reference price, not a binding quote
Approvals
- Detail
- The approval steps required before settlement
Company-controlled access
Perseids is deliberately not a public marketplace. There is no open order book, no anonymous bidding pool and no listing visible outside the company's chosen participants. A private company that loses control of its shareholder register loses control of its next round.
Eligibility and approval
- 1The company defines who is eligible to buy — existing investors, a named list, or an approved category.
- 2Rights of first refusal are run as an explicit step, with a response window and a recorded outcome.
- 3Board or shareholder approvals are captured as decisions against the opportunity.
- 4Transfer restrictions in the articles or shareholders' agreement are checked before the transfer can proceed.
- 5Only once every required step has passed can the transaction move to settlement.
Perseids records and enforces the process a company defines. It does not give legal advice, and it does not replace the underlying transfer documents.
Cap table sync at settlement
Nothing about a pending secondary touches the ownership ledger. The register changes at settlement, as a transfer transaction, which means an abandoned or rejected process leaves no residue in your cap table.
Private deal rooms
Buyers usually need information before they commit. A scoped room lets the company share exactly what it wants a specific participant to see — a summary, a class rights document, a set of financials — without opening the full diligence set.
Frequently asked questions
- What is a secondary share transaction?
- It is a sale of existing shares from one holder to another. The company issues nothing new and receives no proceeds, so total share count is unchanged and only the register of holders moves.
- Can private companies control who buys shares?
- Yes, and in most private companies they must. Articles and shareholders' agreements typically restrict transfers. In Perseids, buyer eligibility is set by the company and only approved participants can take part.
- Does Perseids support ROFR?
- Yes. A right of first refusal is modelled as an explicit approval step with a response window and a recorded outcome, before the transfer can settle.
- Does the cap table update after transfer?
- Yes, at settlement. The transfer is written as a ledger transaction, so historical positions before and after the transfer both remain reconstructable.
- Can sellers remain anonymous?
- Partly. The company always knows the seller, because it must approve the transfer. Whether the seller's identity is disclosed to prospective buyers is a setting the company controls per opportunity.
Put this into practice with Perseids.
Manage secondary transactions