Theoretical aspects of shareholders' agreements

Different shareholders acting in companies usually have different interests that they want to satisfy or they satisfy them by using different means. In order to mitigate negative consequences of conflicts of interests shareholders have to regulate relationships among themselves and with the company. Shareholders’ agreement is a legal measure that helps to achieve this aim. In the light of contractual freedom shareholders’ agreement can be broadly defined as a written or oral contract between the shareholders of a company (at least by one of them) that is governed by the general principles of contract law. Article analyses concept, aims and legal qualification of shareholders’ agreement. The author examines how legal relationships among shareholders and their relations with the company are influenced by the shareholders’ agreement. A case study analysis presented in the article provides insights that shareholders’ agreements can have an impact on ownership structure of the company, allocation of control, voting and transfer rights of the shareholders and influence of shareholders to the governance of the corporation.