Does my company need to have a shareholders agreement?

The shareholders agreement deals with the cooperation of shareholders in detail. This agreement contains specific agreements regarding the day-to-day business of the shareholders. A shareholders agreement may contain agreements on, for instance, the division of tasks between the parties involved, the payment of dividend, the funding of the company, the appointment of (future) directors, the obligation to vote on certain topics, the involvement of parties in competitive activities and the transfer and/or sale of shares. Many subjects can be dealt with in the articles of association. So why not lay down all agreements in the articles of association? Why conclude a shareholders agreement as well? There are two reasons:

  • The arrangements made in the shareholders agreement are not public, and
  • The arrangements made in the shareholders agreement can be amended more easily.

Related Questions

What is a management agreement? Why would your company need one?
To make sure your General Terms and Conditions are applicable you have to comply with the strict rules of Dutch law.
Companies are not obligated to have General Terms and Conditions. However, we would recommend them. Why?
To make sure all of the contracts are legally binding, they have to be drawn up and conducted correctly under Dutch law.