A shareholder cannot be forced to sign a shareholder contract – that is, any shareholder should enter it voluntarily. The only exception to this rule is a treutisat (see below) in which new shareholders agree to be bound by a shareholders` pact already in place. Businesses are subject to many standard governance laws. A shareholder pact can be used to change these standard rules if appropriate. There are online models for shareholder agreements that are fairly cheap, but it is advisable to avoid them, as they have not been specially prepared for your company and its shareholders. This means that the agreement will not be tailored to your specific needs, so it could not take into account some of the problems you may face, creating the potential for problems that could have been avoided. It is always advisable to get a legal expert to create a custom agreement for you, so you can make sure that you have covered all the basics. This clause ensures that shareholders retain control of the share transfer and generally includes restrictions such as the right of pre-emption, the right to refuse the transfer and the board`s agreement for the transfer. As the business develops, it may be necessary to make decisions regarding the acquisition of new land, the purchase of real estate or the repayment of a loan loaned on behalf of the company. The shareholder contract provides the protection you need against the decisions of a few members of the company.
While it may seem tedious to sketch out any situation the company may find itself in, the clearer the shareholder contract, the easier it will be to make decisions. We have also prepared a model shareholder pact with all these standard rules that you can buy and download. From the definition of management strategies to the presentation of the impact of capital raising on voting rights, to the regulation of loans or debt agreements, a shareholders` pact is intended to provide clear guidance in times of change and uncertainty. Arbitration provisions are often included in shareholder agreements in the hope that disputes will be resolved more quickly without harming the parties` relationships and so that confidential information is not made public. It is available to supplement the company`s statutes. Some binding provisions must be included in the agreement, but the rest is that the company`s shareholders decide on the basis of their personal and sectoral objectives. Once a shareholder contract has been concluded – preferably at the same time of the company`s creation – it is hoped that each signatory will meet all the conditions. However, sometimes, either intentionally or negligently, one or more provisions are violated. In this case, the party who has suffered damage may be entitled to damages, but very often the act in question. B of the award of new shares is perfectly valid and remains binding on the company and cannot be challenged, unless the company has acted outside the statutes or legal provisions. Shareholders often invest in a new business when the business plan is not yet fully formulated.
If this is the case, a shareholders` pact will require directors to receive “sign-off” shareholders on the finalized business plan or any changes.