Shareholders’ agreement in Germany · Berlin · advising across Germany

Shareholders’ agreement in Germany

A shareholders’ agreement covers matters that articles alone may not resolve, including vesting, control, transfers and exit expectations.

Who it is for

For stakeholders sharing a goal but not the same role.

Founders, investors and active or passive shareholders need rules that reflect their respective contributions and expectations.

01

Companies

Companies receive a clear view of the available routes, material risks and decisions involved in governance & consent.

02

Shareholders

Shareholders can align their commercial interests with the rights and obligations that shape vesting & commitment.

03

Management

Management gain a practical basis for taking responsibility and carrying exit & transfers through to completion.

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Advice

Private arrangements coordinated with company documents.

The agreement is aligned with the articles, management appointments and any employee participation plan.

01

Governance & consent

The aim is a durable approach to governance & consent that remains clear when the business has to use it.

  • Establish the facts relevant to governance & consent
  • Test the available options and their commercial effect
  • Turn the agreed route into clear documents and actions
02

Vesting & commitment

The advice starts with the commercial outcome and tests how vesting & commitment can support it in practice.

  • Establish the facts relevant to vesting & commitment
  • Test the available options and their commercial effect
  • Turn the agreed route into clear documents and actions
03

Exit & transfers

Exit & transfers is reviewed alongside the people, documents and decisions it will affect.

  • Establish the facts relevant to exit & transfers
  • Test the available options and their commercial effect
  • Turn the agreed route into clear documents and actions

Contact

Preparing a shareholders’ agreement?

Describe the stakeholders, roles and main open issues. I can support the structure, drafting or negotiation.

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How we work

Negotiate sensitive points early.

Commercial interests are structured, areas of tension identified and the outcome captured in a consistent agreement.

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01

Understand the position

The objective, stakeholders, existing documents and timing are organised before work begins on governance & consent.

02

Develop the right route

Options for vesting & commitment are assessed by legal effect, commercial consequence and practical workload.

03

Carry the decision through

The agreed approach to exit & transfers is taken through documents, approvals and completion.

Dr. Philipp Lerch, Attorney for businessesDr. Philipp Lerch
Attorney · Berlin

Profile

Legal precision meets commercial understanding.

As an attorney with experience at an international business law firm and an additional background in computer science, I combine corporate law expertise with a clear understanding of business models, processes, and technology.

  • Former attorney at Hogan Lovells International LLP
  • Two German honours examinations with a focus on commercial and corporate law
  • Dr. jur. and LL.M. Corporate and Commercial Law, University of Sheffield
  • B.Sc. Computer Science, Free University of Berlin
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FAQ

Frequently asked questions

How does advice on shareholders’ agreement in germany begin?

The first step is to understand the objective, stakeholders, documents and timing. That shows whether a focused review is sufficient or whether governance & consent needs a broader workstream.

Which decisions shape shareholders’ agreement in germany?

Vesting & commitment usually shapes the commercial effect of the arrangement. The decisive issues are therefore addressed before drafting moves into detail.

What can support with shareholders’ agreement in germany include?

Support can be limited to a specific assessment or continue through drafting, negotiation and completion, including exit & transfers and coordination with other advisers where needed.

Contact

Preparing a shareholders’ agreement?

Describe the stakeholders, roles and main open issues. I can support the structure, drafting or negotiation.

kontakt@philipplerch.deCall directly030 83239858Berliner Allee 45, 13088 Berlin, Germany