Shareholders' Agreements: The Decisions Behind The Document

Putting a unanimous shareholders' agreement in place is an exercise in good governance. It gives a group of owners an agreed framework for running the corporation, sharing its profits and dealing with the departure of a shareholder, and it settles those questions at a point when everyone is still working well together. Every agreement is different, because the answers depend on who the shareholders are and what each of them wants from the business.

A unanimous shareholders' agreement is a creature of statute. It requires the agreement of every shareholder, and it can go further than an ordinary shareholders' agreement by restricting the powers of the directors and transferring their duties and liabilities to the shareholders themselves. We set out how these agreements work, and what they typically contain, in How unanimous shareholder agreements establish clear frameworks for corporate governance.