Shareholders' Agreements

Shareholders' agreements, drafting and negotiation.

Whitepeak Law drafts and negotiates shareholders' agreements for founders, investors and shareholders: liquidity clauses, pre-emption rights, good and bad leaver, exit mechanisms and dispute resolution.

Practices

Areas
of practice.

Founders' and shareholders' agreements

Drafting and negotiation of comprehensive shareholders' agreements: governance rights, decision-making mechanisms, information rights, reserved matters and dispute resolution.

Investor clauses

Negotiation of investor-specific provisions: preferred shares, anti-dilution protections, information rights, board representation, drag-along and tag-along rights.

Exit mechanisms

Drafting of exit provisions: liquidity clauses, drag-along, tag-along, put and call options, ROFR, ROFO and deadlock resolution mechanisms.

Good and bad leaver

Structuring of good leaver/bad leaver provisions: vesting schedules, acceleration events, valuation mechanisms for leaver shares and non-compete provisions.

Clients

The parties we advise.

Founders

Shareholders' agreements that protect founders' interests: governance rights, vesting provisions, exit mechanisms and relationship management with investors.

Investors and venture capital funds

Negotiation of investor protections: preferred shares, anti-dilution, information rights, board representation and exit provisions.

Management teams in buyouts

Management shareholders' agreements in LBO/MBO transactions: sweet equity structuring, good leaver/bad leaver provisions and exit alignment.

Shareholders in conflict

Analysis and enforcement of existing shareholders' agreements: deadlock resolution, exercise of exit options and enforcement of shareholder rights.

Approach

A practice result-oriented.

Balance between parties

A shareholders' agreement must work for all parties over the long term. Whitepeak Law seeks provisions that protect each party's legitimate interests while remaining executable in practice.

Anticipation of future scenarios

A good shareholders' agreement anticipates the scenarios that will arise: fundraising, executive changes, shareholder exits and disputes. Whitepeak Law drafts provisions that work across these scenarios.

Regulatory dimensions

For shareholders in regulated sector companies, the shareholders' agreement must integrate regulatory constraints: approval of transfers, change of control notifications and regulatory fitness requirements for key shareholders.

Paris Bar·UCLA School of Law·MIT Sloan School of Management·White & Case·Allen & Overy·Former Partner, Beaubourg Avocats

Your shareholders' agreement.

Confidential first exchange to discuss your shareholder structure and define the key provisions of your shareholders' agreement.

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