Shareholder agreements – purpose and advantages

Why should you enter into a shareholders’ agreement?

Such an agreement is particularly useful for companies with multiple shareholders – for example, family businesses, start-ups, or joint ventures. It creates clear rules where the law leaves room for interpretation and prevents uncertainty or conflict.

Typical contents:

• Voting commitments: Shareholders undertake to vote uniformly on certain resolutions
• Transfer restrictions & limitations on disposal: Regeln zum Verkauf von Aktien, etwa Vorkaufsrechte oder Zustimmungserfordernisse.
• Non-compete obligations and disclosure duties: Protection of the company against harmful actions by individual shareholders.
• Provisions in case of disputes or exit: For example, exit clauses, drag-along or tag-along rights.

Benefits of a shareholders’ agreement:

• Legal certainty: Avoidance of disputes through clear rules.
• Continuity: Protection against unwanted share transfers.
• Protection of minority or majority interests: Balancing the interests of shareholders.
• Felxibility: Possibility of individual arrangements going beyond corporate law.

Conclusion:

A shareholders’ agreement is an important instrument for safeguarding the stability and strategic orientation of a company. Particularly in close shareholder structures, it creates transparency, reliability, and protection for all parties involved. Depending on the shareholder structure, we recommend entering into such an agreement. Our lawyers are available to support you in drafting a tailor-made solution.

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