How to sell a co-owned share without violating the right of first refusal

When this guide is relevant

This guide is for an owner of a defined share in an apart­ment, family home, plot of land, car, or other prop­er­ty who wants to sell it to an outside buyer. The main risk is signing the con­tract before the other co-owners’ right of first refusal has expired, or of­fer­ing the outside buyer better terms than those in the written notice.

First, check the own­er­ship regime. Article 362 of the Civil Code of Ukraine applies to joint own­er­ship with defined shares. If the prop­er­ty remains in the spouses’ joint own­er­ship and no shares have been defined, use the sep­a­rate guide on di­vid­ing marital prop­er­ty; a sale notice does not replace the process of al­lo­cat­ing a share.

Also dis­tin­guish cor­po­rate rights, gifts, ex­changes, and public auc­tions. A sale to another ex­ist­ing co-owner is not an or­di­nary sale to an outside buyer for which the cal­cu­la­tor starts the full waiting period. The actual sub­stance of an arrange­ment matters more than the doc­u­ment’s title.

If you are ending par­tic­i­pa­tion in a company rather than selling real estate, use the sep­a­rate guide on with­draw­ing from an LLC and re­ceiv­ing the value of a share: dif­fer­ent con­di­tions, dates, and val­u­a­tion rules apply.

If someone has used a share or prop­er­ty for years without a duly doc­u­ment­ed title, first review the sep­a­rate pro­ce­dure for recog­ni­tion of own­er­ship by ac­quis­i­tive pre­scrip­tion. The passage of time alone does not create a reg­is­tered share or provide grounds to proceed with its sale.

What period or procedure applies

Under Article 362 of the Civil Code of Ukraine, the seller must notify the other co-owners in writing of the in­ten­tion to sell the share and state the price and other terms. If the co-owners waive their right or do not ex­er­cise it, the seller may proceed with a sale to an outside buyer. The period is one month for im­mov­able prop­er­ty and ten cal­en­dar days for movable prop­er­ty, counted from receipt of the notice.

Ar­ti­cles 253–255 of the Civil Code of Ukraine clarify the cal­cu­la­tion. The period begins the fol­low­ing day. A period stated in months ends on the cor­re­spond­ing date; if that date does not exist, it ends on the last day of the month. Whether the final date moves depends on non-working days and the prac­ti­cal arrange­ments for the act, so do not assume that every holiday or or­gan­i­sa­tion­al re­stric­tion has au­to­mat­i­cal­ly been taken into account.

Use the notice period cal­cu­la­tor for a share sale to see the start of the period, its nominal end, and the ear­li­est fol­low­ing day sep­a­rate­ly. If there are several co-owners, enter the latest proven receipt date. If every­one has pro­vid­ed a written waiver, use the latest waiver date; an oral re­sponse or silence is not the same as a proven, ex­plic­it waiver.

How to proceed step by step

Start by con­firm­ing who cur­rent­ly owns the prop­er­ty, before draft­ing a letter. For an apart­ment in Lviv, check the title doc­u­ment and reg­istry details; for an in­her­it­ed house in the region, confirm that every trans­fer has been reg­is­tered and that the shares are ac­tu­al­ly defined. A child’s share, mort­gage, seizure, or un­re­solved marital prop­er­ty re­quires a sep­a­rate course of action.

Prepare one stan­dard notice for all co-owners. De­scribe the prop­er­ty and share un­am­bigu­ous­ly, and state the full price, cur­ren­cy, method and timing of payment, any de­fer­ral, deposit, or other ma­te­r­i­al terms. Offer a clear dead­line and channel for re­spond­ing, but do not shorten the statu­to­ry period by setting your own earlier date.

Arrange de­liv­ery so that you can prove both the con­tents and actual receipt. The sig­na­ture on the second copy should include the date and re­cip­i­ent’s details. For postal de­liv­ery, keep the receipt, in­ven­to­ry of con­tents, track­ing record, and de­liv­ery con­fir­ma­tion. If there are several ad­dressees, keep a sep­a­rate table of dates; the shared sale time­line starts from the latest con­firmed receipt.

Compare all the terms again before signing the con­tract. If the outside buyer re­ceives a lower price, a longer de­fer­ral, a dif­fer­ent payment sched­ule, or another benefit, the old notice may not es­tab­lish that the terms were equal. Do not dis­guise a sale as a sham gift or ex­change: in a dispute, the actual purpose and per­for­mance will be as­sessed.

What to check before completing the sale

Verify each co-owner’s iden­ti­ty and choose a channel that can prove actual receipt. For family prop­er­ty in Lviv, one heir may live in another com­mu­ni­ty or abroad. Giving a letter to a neigh­bour, tenant, or rel­a­tive does not au­to­mat­i­cal­ly prove receipt by the co-owner; a rep­re­sen­ta­tive’s au­thor­i­ty must be doc­u­ment­ed.

Compare the notice with the draft no­tarised con­tract line by line: the prop­er­ty, share size, price, dates, payment method, al­lo­ca­tion of costs, and any con­di­tions prece­dent. Sep­a­rate­ly check marital status, the rights of young or minor chil­dren, reg­is­tered res­i­dence, mort­gages, arrests, and court orders.

When selling a share in a home in Lviv or the region, check the es­ti­mat­ed seller taxes before meeting the notary. Even if every co-owner waives the pur­chase, that does not settle the tax rate; you need in­for­ma­tion about other sales during the year, how the share was ac­quired, and its val­u­a­tion.

If a co-owner agrees to buy the share, record the re­sponse and move on to agree­ing the con­tract instead of selling to an outside buyer. If several co-owners respond, Article 362 allows the seller to choose among them. If every­one waives the right, keep each waiver until the no­tarised trans­ac­tion is com­plet­ed.

When to consult a lawyer

Legal review is ad­vis­able if there is no re­li­able proof of receipt, a co-owner chal­lenges the letter, an ad­dressee has died or acts through a rep­re­sen­ta­tive, the shares in the doc­u­ments do not match, the sale terms have changed, or the con­tract has already been signed. Sep­a­rate analy­sis is needed for a cor­po­rate share, spouses’ joint prop­er­ty, chil­dren’s rights, public auc­tions, and trans­ac­tions that are not sales in name.

For a con­sul­ta­tion in Lviv or Lviv region, prepare a reg­istry extract, the doc­u­ment showing how the share was ac­quired, an ac­cu­rate list of co-owners, every version of the offer, postal or elec­tron­ic ev­i­dence, and the draft con­tract. If an ad­dressee is abroad, include doc­u­ments about the in­ter­na­tion­al de­liv­ery method and the rep­re­sen­ta­tive’s au­thor­i­ty. If the sale has already taken place, do not carry the date from this time­line over to the one-year lim­i­ta­tion period: its start­ing point and the proper remedy must be de­ter­mined sep­a­rate­ly.