Shareholders' agreement for startups: essential clauses to include
A shareholders' agreement is a private document (not registered at the Companies Registry) that governs the relationship between shareholders beyond the articles of association. For startups and companies with several shareholders, it is essential.
Essential clauses
- Drag along: forces minority shareholders to sell if the majority receive an offer.
- Tag along: protects minority shareholders so they can sell on the same terms.
- Bad leaver / good leaver: defines what happens to the shares if a shareholder leaves.
- Vesting: shares vest progressively (e.g. 25% a year over 4 years).
- Anti-dilution: protects investors against future rounds at a lower valuation.
At DPL Asesores we draft shareholders' agreements tailored to your structure. Ask us, no strings attached.