Differences between social statutes and shareholders’ agreement

The differences between the social statutes and the shareholders’ agreement are important to know. Both are documents that regulate the relations between the partners of a company, but they have some important differences.

• The social statutes is the mandatory document that includes the basic rules that govern the operation of a company and binds all partners and the company itself. They must be registered in the Mercantile Registry, so they are public and effective against third parties. They can only be modified by agreement of the general meeting of partners and following a legal procedure. Its content is limited by law.
• The partners’ agreement is a private agreement that complements or modifies the bylaws, establishing additional or specific rules on relevant aspects for the proper management and operation of the company. They only bind the partners who subscribe to it.

Thus, the statutes and the shareholders’ agreement are different but complementary legal documents. The social statutes establish the general rules of the company, while a partners’ agreement regulates the specific relationships between the partners.

You can learn more about it in the regulations that regulate it.

Related concepts

• Shareholders agreement
• Statutes of a Limited Company
• Limited Company
• Erga omnes efficacy (against third parties)