Shareholders’ Agreement: A Guide for Singapore Business Owners

Shareholders’ Agreement: A Guide for Singapore Business Owners

Shareholders’ Agreement: A Guide for Singapore Business Owners

Protect Your Business. Prevent Disputes. Plan for Growth.

1. Introduction

If you’re a business owner or startup founder in Singapore, having a well-drafted shareholders’ Agreement (SHA) is not optional – it’s essential. A properly structured SHA protects your business from shareholder disputes, ensures clarity in decision-making, and builds trust between stakeholders from day one.

As experienced corporate lawyers in Singapore, 28 Falcon Law helps businesses like yours draft and enforce shareholder agreements that withstand scrutiny in court and prevent costly litigation before it even begins.

2. What is an SHA and Why is it Crucial for Shareholders?

An SHA is a legal contract between the shareholders of a company that governs their relationship, sets expectations, and outlines what happens when disagreements arise. It acts as a rulebook for running your business, protecting both majority and minority shareholders.

Without a comprehensive SHA:

(a) Internal disputes can spiral into legal battles

(b) Business decisions can get deadlocked

(c) Investors may be deterred from investing due to unclear structures

3. Key Elements Which SHAs in Singapore Should Include

(a) Shareholder Rights and Voting Powers

Avoid uncertainty by defining who gets to make what decisions. This ensures that plans in relation to critical business matters are addressed.

(b) Exit Strategies and Share Transfers

Clarify how shares can be sold, transferred, or inherited. We include right of first refusal, tag-along, and drag-along clauses to ensure smooth transitions and protect your control.

(c) Deadlock and Dispute Resolution

Deadlocks can paralyse companies. We implement mediation, arbitration, and buy-sell mechanisms to resolve disputes privately, quickly, and affordably.

(d) Reserved Matters (Major Decisions Requiring Consent)

Shield minority interests and ensure alignment by setting out decisions that require unanimous or majority approval.

4. Key Aspects We Address When We Are Appointed

(a)Prepare bespoke SHA tailored for compliance with Singapore law

(b) Clearly draft key dispute resolution clauses

(c) Align the SHA with the company’s constitution

(d) Address strategies and pre-agreed actions for future funding rounds, exits, or restructuring

Each SHA we draft is customised based on your company’s stage, structure, and shareholder dynamics.

5. Why Work With 28 Falcon Law

We are qualified Singapore corporate lawyers who understand the nuances of local corporate law and shareholder relations. We don’t just draft legal documents. Our expertise is in solving business problems. Our clients choose us because we:

(a) Translate complex legal terms into clear, actionable protection

(b) Think ahead to prevent future shareholder disputes

(c) Provide end-to-end legal support from incorporation to dispute resolution

6. Your Next Step: Protect Your Business with Legal Precision

Whether you’re a startup raising your first round or an established company with more than one shareholder, your SHA can be vital to the future of your business.

We’ll review your corporate structure and advise you on the key clauses your agreement needs. Contact us now if you would like to take the first step toward protecting your business.

Waltson Tan

Director
+65 8079 0028
waltson.tan@28falconlaw.com

Office address:

101A Upper Cross Street
#13-11, People’s Park Centre
Singapore 058358