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Shareholder Agreements – Part Eight

Shareholder Agreements: 8) Other agreements with shareholders Employment Contracts If a shareholder will be running the business, an employment contract is a good idea. A clause can be added so that a breach of the employment contract triggers a default under the shareholders’ agreement. Non-Competition, Non-Solicitation and Confidentiality Agreements In general, shareholders should not be [...]

Located in: Corporate and Commercial Law

Shareholder Agreements – Part Seven

Shareholder Agreements: 7) Death of a shareholder The death of a shareholder can paralyze a company that has not prepared for it. Surviving shareholders will likely not want to be in business with the heirs of the dead shareholder, as they may not have the necessary experience or interest, or simply may not be compatible [...]

Located in: Corporate and Commercial Law

Shareholder Agreements – Part Four

Shareholder Agreements: 4) Restrictions on Share Transfer Shareholders generally want some control over who the other shareholders will be. At the same time, this expectation needs to be balanced with allowing shareholders to leave the company when they choose, and for a fair price. A shareholder agreement normally allows shareholders to sell to outsiders only [...]

Located in: Corporate and Commercial Law

Shareholder Agreements – Part Three

Shareholder Agreements: 3) Participation in management and protection of minority shareholders Without a shareholder agreement, a simple majority of the directors can decide on major decisions such as: • major capital expenditures; • borrowing or granting security for capital expenditures; • distributing profits; • remuneration of key employees; • contracts between the company and shareholders; [...]

Located in: Corporate and Commercial Law

Shareholder Agreements – Part Two

Shareholder Agreements: 2) Distribution of Profits Earnings can be paid out by way of salary, dividends, interest payments on shareholders’ loans, repayment of shareholders’ loans or return of capital. Most companies retain part of their earnings and declare dividends with the rest. However, shareholders may hold very different views on what should be done with [...]

Located in: Corporate and Commercial Law