Get help drafting a shareholders’ agreement
A shareholders’ agreement is a legal document that governs how you manage your limited company and how cooperation between the co-owners is handled. Unlike the articles of association, which are mandatory and apply to the company as a whole, a shareholders’ agreement is a private contract between the owners, specifically tailored to regulate their mutual relations.
A shareholders’ agreement sets out the rights and obligations of the co-owners within a limited company. It outlines how the company should be managed, how decisions are made, and how potential conflicts are resolved. Since every company is unique, the agreement should be tailored to the specific needs and activities of your company. While it’s optional to establish one, it’s an important document for avoiding conflicts and misunderstandings that could become costly in the future.
Whereas the articles of association are public and must be registered with the Swedish Companies Registration Office, the shareholders’ agreement is a private document between the owners. This means you don’t need to disclose it publicly. Therefore, it can contain sensitive information about the company’s internal affairs.
Key points to include
When drafting your shareholders’ agreement, there are several important factors to consider. These may vary depending on the company’s activities and the owners’ needs, but some core aspects include:
- Board composition and decision-making procedures
It’s important to regulate how the board is structured and how decisions will be made. Here, you can specify the number of board members, the decision-making process, and which decisions require unanimity or majority agreement. - Non-compete clauses
The agreement may contain provisions on whether owners are allowed to engage in other businesses that might compete with the company. If restrictions apply, the agreement should also outline the consequences if this occurs. - Transfer of shares
A crucial aspect of the shareholders’ agreement is the rules for transferring shares. You can decide, for example, if and how co-owners may sell their shares, whether other owners have a preemption right, and under what circumstances a co-owner can be bought out of the company. - Confidentiality clause
To protect the company’s trade secrets and other sensitive information, the agreement should include a confidentiality clause. This ensures that important company information remains internal.
Why it matters
A shareholders’ agreement is important because it creates a clear framework for how the co-owners should collaborate and what rules apply in various situations. By agreeing on key issues in advance, you can avoid future disputes and create a stable foundation for the company’s operations. A well-thought-out agreement also helps protect the interests of the company and its owners.
What we help with regarding shareholders’ agreements
Legal consultation
We offer legal guidance to help you draft an agreement tailored to your company’s specific needs and activities.
Drafting the agreement
We’ll help you draft an agreement and make sure that the document covers all essential aspects of the collaboration between the co-owners.
Reviewing existing agreements
If you already have a shareholders’ agreement, we’ll review it to ensure it meets all requirements and protects your interests effectively.
Get legal help today
Do you need help with shareholders’ agreements? You can always get in contact with our lawyers within just 24 hours when you need quick answers to your questions. Or you can email or call us whenever you need to hire a lawyer for legal assistance.
FAQ about shareholders’ agreements
Is a shareholders’ agreement legally binding?
Yes, a it’s legally binding for the parties who sign it. It regulates the rights and obligations of the co-owners towards each other.
What’s the difference between a shareholders’ agreement and articles of association?
The articles of association is a public document that regulates the company’s operations and organization, while the shareholders’ agreement is a private contract between the owners governing their mutual relations. The articles of association is also mandatory, whereas the shareholders’ agreement is optional but highly important.
Can we amend the shareholders’ agreement later?
Yes, you can amend it if all parties agree to the changes. All amendments should be documented in writing and signed by all co-owners.
