Every late-stage private has a transfer policy. In a private market marketplace, these rules become especially important because some are formal documents in the stockholders' agreement; some are informal practices the company applies on a case-by-case basis. If you're still building foundational context on how pre-IPO transactions are structured and approved, review the complete guide to pre-IPO investing before evaluating company-specific transfer restrictions. Either way, your employer ultimately decides whether your specific trade can happen, and the policy controls how.

What policies typically restrict

  • Minimum trade size — often $250k or higher to avoid administrative burden
  • Buyer accreditation — shares only transferable to QPs/QIBs in some cases
  • Share class — common-only or excluded share classes
  • Lockup periods — restrictions during pending financings or IPO windows. (For departing employees, transfer windows also interact with employee option expiry deadlines that the policy itself may not surface.)
  • Strategic limitations — no transfers to competitors, hostile shareholders, or specific entity types

How to find your transfer policy

Start with your equity grant agreement and the most recent stockholders' agreement (if you signed one). The transfer language is usually in a section titled 'Transfer Restrictions' or 'Right of First Refusal' — see our walkthrough on the right of first refusal for how to clear it without losing the trade. If you can't find the documents, ask your equity admin platform (Carta, Pulley) — they often have them linked to your account. The same documents typically govern post-listing seller obligations if the company goes public after your trade clears.

Where flexibility usually exists

Most policies have soft edges. Companies that nominally require a 30-day pre-clearance window will often clear faster for clean trades to known buyers. Minimum-size requirements can sometimes be waived if multiple sellers are aggregated into a single SPV. Strategic restrictions are usually flexible if the buyer is clearly not adversarial.

The company's general counsel or stock administration team is the person to know. If you don't have a line into them yet, our desk does — we work issuer-relationship questions on every trade. For the broader end-to-end process of selling pre-IPO equity — from intake through bid book to wired proceeds — see the seller playbook.

What we handle on your behalf

On any seller intake, we pull your company's transfer policy as part of the first 24 hours. You see exactly what's allowed for your share class, what the size constraints are, and what the typical clearance timeline looks like. We then route to the structure that fits — direct if possible, SPV if needed, forward if transfers are blocked entirely. For the broader legal framework for secondary sales, see our standing tax-and-legal reference. Once your policy is mapped, the next step is matching it to the live pre-IPO secondary transactions already moving on our marketplace so the desk knows which structures are clearing fastest for your specific issuer.