Document overseen by a lawyer

Shareholders’ agreement in Luxembourg

The firm drafts your shareholders’ agreement: it organises governance, entries and exits, pre-emption rights and the resolution of deadlocks between shareholders.

In short

A shareholders' agreement in Luxembourg is a confidential contract between partners that supplements the articles of association. It governs governance, entries into and exits from the capital, pre-emption rights and the resolution of deadlocks. Cerno Law Firm drafts it on a bespoke basis and aligns it with the company's articles.

Request a quote Book a consultation

Responsible for legal content: Maître Cora Maglo, Avocate à la Cour, Liste I du Barreau de Luxembourg depuis 2009. · Applicable law: Luxembourg

Drafting of shareholders’ agreements in Luxembourg: key points at a glance

Fees, timeframes, documents and deliverables
Item	What to know
Fees	Fixed fee confirmed in advance. Depending on the number of shareholders and the complexity of the governance.
Indicative timing	Delivery within a few business days, depending on complexity.
Documents required	The breakdown of share capital and roles The existing articles of association The shareholders’ objectives
Deliverables	A drafted shareholders’ agreement Exit and governance clauses Consistency with the articles of association

A shareholders’ agreement complements the articles of association by governing, confidentially, the relationships between shareholders. It is the key tool for preventing disputes.

Cerno is a law firm admitted to the Luxembourg Bar; its digital tools only simplify information gathering, qualification of the matter and tracking of requests, never replacing the lawyer’s advice. The firm anticipates scenarios of disagreement, exit and the entry of investors.

Drafting of shareholders’ agreements in Luxembourg: when should you call on the firm?

There are several of you as shareholders and you want to secure your relationships.

Without an agreement, a disagreement can paralyse the company.

What happens if you do nothing?

Deadlock in the event of a falling-out, an unstructured exit, uncontrolled dilution.

A minority or majority shareholder may find themselves trapped.

How does the firm step in?

Bespoke drafting of the agreement: governance, exit clauses (drag-along and tag-along), pre-emption, non-compete.

Alignment with the articles of association.

Practice areas

When to call on the firm

Frame a company with several shareholders.
Prepare for the entry of an investor.
Organise the exit of a shareholder.
Prevent and resolve deadlocks.

Start online

Start your case in under 5 minutes

A simple, transparent process supervised by a lawyer admitted to the Luxembourg Bar.

Today, most cases can be initiated entirely online. Our digital tools streamline administrative steps so the lawyer can focus on the legal analysis of your situation.

Step 1 of 5 · 3 to 5 minutes

Describe your need

Select your issue, answer a few simple questions and share your documents if needed.

Company formation Contract Debt recovery Immigration Dispute Employment law Other request

What you get

Initial qualification of the case
List of useful documents
Secure transmission

Start my assessment

What reassures our clients

Confidentiality

Lawyer’s professional secrecy.

Speed

Start your case online 24/7.

Transparency

Fees communicated before engagement.

Expertise

Review by a lawyer of the Luxembourg Bar.

Simplicity

Under 5 minutes to open your case.

Fixed fee confirmed in advance

Depending on the number of shareholders and the complexity of the governance.

See fees for this area

Get a quote

FAQ

Frequently asked questions

Shareholders’ agreement or articles of association: what is the difference?

The articles of association are public and enforceable against third parties; the shareholders’ agreement is confidential and governs the relationships between shareholders more flexibly.

Is a shareholders’ agreement mandatory?

No, but it is strongly advised as soon as there are several shareholders or an investor.

What happens in the event of a deadlock between shareholders?

A good agreement provides for deadlock-breaking mechanisms (mediation, compulsory buy-out, and so on) that the firm tailors to your situation.

Official sources

Go further

Articles of association Corporate law Business law Request a quote

Founded in 2013; Maître Cora Maglo has been admitted to the Luxembourg Bar since 2009

2013: independent firm
2009: at the Bar since 2009
4,7/5: 81 Google reviewsRead reviews

Testimonials

What our clients say

4,7/5 on Google, 81 reviews

Selected excerpts from public reviews. Consult the Google listing for all ratings and comments; a testimonial does not guarantee a legal outcome.

Had a consultation with Me Cora Maglo about my Luxembourg Blue Card application. She explained everything clearly: the process, timeline and documents I need, and helped me with my wife’s family reunification too. Honest and practical advice. I felt confident after talking to her.

F. P.

J’ai beaucoup apprécié le service de Maître Maglo : son sérieux, sa sympathie, son professionnalisme et sa disponibilité. Toujours répondu rapidement et clairement, avec des conseils pragmatiques, sans pousser à des procédures longues et coûteuses lorsqu’elles ne sont pas justifiées.

N. W.

Super assistance and great support! Highly recommend. All my questions were answered, Cora and her team kept me updated all the time. I will definitely reach out to them next time for my residency.

See all reviews on Google

They talk about us