Fellous Avocats · Expertise
Shareholders' agreements
Governance, investment in the company, departure of a partner: organising the stages of the company's shared life.
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What a shareholders' agreement organises
A shareholders' agreement is built alongside the articles of association and other commitments already signed.
Partners bring together contributions, skills and ambitions that evolve with the company. Initial discussions are not always enough to organise future decisions.
The shareholders' agreement organises governance, information for partners, share transfers and situations of disagreement.
How we assist
Governance, share capital and disagreements
The firm drafts a shareholders' agreement when the company is set up or when an investor comes in, reviews and negotiates a proposed draft, or examines how an existing agreement should be adapted to a new stage. Choices affecting decision-making power or exit from the share capital are discussed on the basis of concrete scenarios.
- 01
Preparing governance
Identifying key decisions, expectations regarding information and each person's role. The proposed mechanisms are examined for consistency with the company's organisation and documents.
- 02
Framing changes in share capital
Addressing the arrival of an investor, the sale of shares and the departure of a partner. The terms, timetable and methods for discussing value are set out in light of the project.
- 03
Anticipating and dealing with disagreements
Providing for stages of dialogue and examining the mechanisms envisaged in the event of deadlock. When relations become strained, the firm analyses existing commitments and assists with discussions on the next steps.
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Your questions
Frequently asked questions
When should a shareholders' agreement be prepared?
Setting up the company, the arrival of an investor or a change in the distribution of share capital are opportunities to review how relationships are organised. An existing agreement can also be reviewed.
Which documents should be sent to the firm?
The articles of association, the capitalisation table, existing agreements and draft documents. An outline of roles, objectives and points under discussion makes preparation easier.
Can a draft proposed by an investor be negotiated?
The firm can review the draft and prepare comments according to the client's priorities. Points relating to governance, information and share transfers are considered as a whole.
What if the partners no longer agree on the shareholders' agreement?
Gather the signed documents and the correspondence relating to the disagreement. The analysis distinguishes questions of interpretation, performance and evolution of the relationship.