Shareholder Agreements
Shareholder Agreement Lawyers in Edmonton
Business partners usually agree at the start. A shareholder agreement makes sure you still have a clear path forward when you don't — or when someone wants to leave.
Our shareholder agreement lawyers in Edmonton draft and review shareholder agreements, unanimous shareholder agreements and partnership agreements, and handle share issuances and transfers.
What we handle
- Shareholder agreements
- Unanimous shareholder agreements
- Partnership agreements
- Share issuances & transfers
- Buy-sell provisions
- Reviewing existing agreements
What a shareholder agreement covers
- Decision-making — which decisions need unanimous or special approval
- Share transfers — rights of first refusal and restrictions on selling to outsiders
- Exits and buy-outs — what happens if an owner leaves, retires, becomes disabled or dies
- Shotgun, drag-along and tag-along clauses — mechanisms to resolve deadlock or sell the business
- Funding — how future capital is contributed
- Non-competition and confidentiality
- Dispute resolution — mediation or arbitration before court
Unanimous shareholder agreements
Under Alberta's Business Corporations Act, a unanimous shareholder agreement signed by all shareholders can restrict the powers of the directors and give shareholders direct control over certain decisions.
Without an agreement
Without an agreement, disputes are governed by the corporate statute and the company's articles and by-laws — which often don't address buy-outs or deadlock. That can leave litigation, such as an oppression claim, as the only option. See business disputes.
FAQ
Frequently asked questions
Have a question that isn't answered here? Call 780-229-4559 or see all FAQs.
Do I need a shareholder agreement?
If your company has more than one shareholder, almost always. It sets the rules for decisions, transfers and exits before a dispute arises.
What is a shotgun clause?
A clause letting one shareholder offer to buy the other's shares at a stated price. The other must either sell at that price or buy the offering shareholder's shares at the same price.
What is a unanimous shareholder agreement?
An agreement among all shareholders that can restrict the directors' powers and give shareholders direct control over certain decisions.
Can we add a shareholder agreement later?
Yes, but it's easiest before any disagreement arises. We can also review and update an existing agreement.
Charged, buying, or in a dispute?
Let's talk today.
Speak with a lawyer who will give you straight answers and a clear plan.
780-229-4559 Book a free consultation