Is it mandatory to have a shareholders agreement?
Shareholders agreement
It is not mandatory to have a shareholders agreement.
A shareholders agreement is a document that includes the agreements between the founding partners of a company, in order to regulate their relations and establish the rules that will govern the operation and development of the company.
It is a private contract, which complements or modifies the bylaws, and which only binds the partners who sign it.
Although the shareholders agreement is not mandatory, according to the provisions of the law and by virtue of the principle of autonomy of will of the parties, it is highly recommended, as it offers many advantages for the proper functioning and growth of the company.
Some of these advantages are:
- It allows structuring the organization and defining the roles and responsibilities of each partner, avoiding possible confusion or duplication.
- It facilitates access to credit and capital, by offering security and confidence to investors, banks and suppliers, who can know the conditions and guarantees of the agreement.
- Avoid or minimize conflicts between partners by establishing prevention and solution mechanisms, such as extension clauses, reverse extension, orderly exit, shielding or arbitration.
- Preserves or improves the relationship between partners, by fostering understanding and cooperation, as well as respect for the rights and duties of each one.
- Protects the company’s intangible assets, such as patents, trademarks or know-how, by including confidentiality, non-competition or transfer of rights clauses.
For all these reasons, it is highly recommended that the founding partners of a company sign a partners’ agreement from the start of the activity, or failing that, as soon as possible.
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Contracts
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- Commercial partner agreement
- Convertible participatory loan
- Receipt of delivery of goods and/or services
- Annexation contract of co-founder or employee with equity
- Statutes of a Limited Liability Company without a Defined Administrative Body
- Statutes of a Limited Liability Company with Joint Administrators or co-Administrators
- Statutes of a Limited Liability Company with a Sole Administrator
- Statutes of a Limited Liability Company with a Board of Directors
- Business plan
- Customer Reference Agreement
- Investment agreement
- Distribution contract
- Computer systems maintenance contract
- Trademark use license agreement
- Agency Contract
- Corporate administration contract
- Contract of carriage of goods
- Commercial commission contract
- Contract for the assignment of patents, utility models and industrial designs
- Leasing contract
- Software Assignment Agreement
- Minutes
- Contract for the provision of business management and management services
- Contract for the trade of stakes
- Commercial order letter
- Joint Venture Agreement
- Mutual NDA or Non-Disclosure Agreement
- Unilateral NDA or Non-Disclosure Agreement
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Dudas legales
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Glossary
- Abuse of power
- Donation
- Company
- Abuse of rights
- Trade union
- Retroactivity
- Usufruct
- Typical contract
- Arrears
- Trade
- Obligations to do and not to do
- Procedural law
- Payment-in-Kind
- «Streamer»
- Nominal value
- Pre- and post-money stake
- Sentence
- MVP (Minimum Viable Product)
- Startup
- Co-founder
- Employee with equity
- Capitalization table («Cap Table»)
- Venture capital
- Pitch
- Equity
- Opinio iuris
- Ombudsman
- Public deed
- Deposit
- Collective bargaining agreement
- Social capital
- Erga omnes efficacy
- Inter partes efficacy
- Negotiation
- General principles of law
- Sources of law
- Legal doctrine
- Custom
- Law (Generic concept)
- Legal relationship
- Good faith
- Protective principle in labor law
- Residual price
- Joint ownership
- SWOT analysis
- Businessperson
- Management board
- Preferential acquisition right
- Guarantee
- Commission
- Sublease
- Property
- Down payment
- Legal good
- Work trial period
- Annullability
- Error
- Intimidation
- Violence
- Vices of consent
- Dispositive norm
- Imperative norm
- Labor law
- Commercial law
- Civil law
- Principle of legality
- Private Law
- Public Law
- Nullity
- Atypical contract
- Legal act
- Personal rights
- Debtor
- Creditor
- Real action
- Personal action
- Fortuitous event
- Excessive hardship
- Fruit
- Force majeure
- Related rights
- Employment notice period
- Bad faith
- Mens rea
- Fault
- Right of first refusal and withdrawal
- Notary
- Arbitration award
- Arbitrator
- Mediator
- Invoice
- Limited Company
- Public Limited Company
- Dividends
- Ordinary shares
- Preferred shares
- Nominees shares
- Bearer shares
- Jurisprudence
- Assignment of rights
- Non-Disclosure Agreement (NDA)
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Clauses