I. Entry of a New Investor into an LLC as a Potential Source of Conflict Between Shareholders
The entry of a new investor into an LLC may create an important opportunity for the company’s development: the business may receive additional capital, access to new markets, technology, professional expertise, or a strategic partner.
However, bringing in a new investor does not simply mean raising funds.
The arrival of an investor may change the company’s shareholding structure, the balance of voting power between shareholders, control over the director, dividend policy, the terms of future financing, and the ability of existing shareholders to influence major business decisions.
For this reason, a transaction initially viewed merely as “receiving an investment” may later become a source of serious conflict between shareholders.
The Law of Georgia on Entrepreneurs grants LLC shareholders substantial freedom to structure their corporate relationships, while also specifically regulating share transfers, issuance of new shares, existing shareholders’ pre-emptive rights, and Shareholders’ Agreements.
Therefore, the entry of a new investor into an LLC should be assessed in advance not only from a financial perspective, but also from the standpoint of corporate law.
1. What Does the Investor Expect?
An investor may seek more than a purely economic participation.
The investor may consider the following important:
- the right to appoint a director or supervisory board member;
- the ability to block certain decisions;
- enhanced access to financial information;
- a specific dividend policy;
- a mechanism for future sale of the share;
- protection against dilution in future financing rounds;
- or the right to participate in a transaction if the company is sold.
Such rights may materially change the position of existing shareholders.
2. What Do the Existing Shareholders Expect?
Existing shareholders often have different expectations.
For one shareholder, new capital may be the primary objective. Another may be focused on preserving control of the company, while a third may not want a new person to become a shareholder at all.
Conflict prevention therefore begins before the parties agree on the final terms with the investor.
II. How Can a New Investor Become a Shareholder in an LLC?
The entry of a new investor into an LLC may be structured through different legal mechanisms, and the distinction between them is fundamental.
The two main models are:
- the investor purchases an existing shareholder’s share or part of it;
- the company issues a new share and allocates it to the investor.
Economically, both models result in a new shareholder joining the company, but their consequences are entirely different.
1. Acquisition of an Existing Shareholder’s Share
Under the general rule established by Article 141 of the Law on Entrepreneurs, a shareholder may transfer their share without the consent of the company or the other shareholders, unless a valid restriction has been established in the articles of association.
In this scenario, the investor purchases the share from an existing shareholder.
For example, if one shareholder holds 60% and sells 20% to an investor, the resulting structure may be:
- first shareholder – 40%;
- second shareholder – 40%;
- new investor – 20%.
One point is particularly important here: the purchase price for the share generally belongs to the selling shareholder, not to the company.
Therefore, the fact that the company has acquired a new shareholder does not automatically mean that the business itself has received new capital.
Where the company already has undistributed or declared profits, the parties should also consider whether any existing dividend claims may be affected by the share sale.
2. Issuance of a New Share
A different model is where the company itself issues a new share and allocates it to the investor.
Article 136 of the Law on Entrepreneurs permits an LLC to issue new shares.
In this case, the investor’s contribution is linked to financing the company itself.
However, the percentage participation of the existing shareholders may decrease as a result.
This is where the risk of dilution — a reduction in the percentage represented by an existing shareholding – arises.
III. Why Is It Important to Choose the Correct Form of Entry?
At the outset of the transaction, the parties should determine what they actually want to achieve.
If the objective is for one shareholder to sell part of their share and personally receive the purchase price, that is one type of transaction.
If the purpose is for the company itself to receive new funds for business development, simply selling an existing shareholder’s share will not achieve that objective.
1. Who Receives the Investor’s Money?
This simple question often changes the entire structure of the deal.
In a share sale, the purchase price is received by the selling shareholder.
When a new share is issued, the investor’s payment is connected with a contribution made to the company.
A combined structure is also possible, where the investor acquires part of an existing shareholder’s share and additionally injects new capital into the company.
2. The Interests of the Shareholders Also Differ
The selling shareholder may primarily be interested in obtaining a high sale price.
The company and the remaining shareholders may instead focus on how much new capital will enter the business and what rights the investor will receive in exchange.
If these interests are not separated from the outset, the investor’s entry may lead to disagreement between the shareholders immediately after completion of the transaction.
IV. What Is Dilution and Why Can It Cause Conflict?
The entry of a new investor into an LLC through the issuance of new shares often reduces the percentage participation of existing shareholders.
For example, if a company has two 50/50 shareholders and a new investor receives 20% of the company through the issuance of a new share, the percentage participation of the existing shareholders will decrease accordingly.
Economically, this may be entirely justified if substantial new value is added to the company.
However, the critical issue for existing shareholders is how much their participation decreases and what the company receives in return.
1. A Share Is Not Merely an Economic Percentage
In Case No. ას-289-2020, the Supreme Court of Georgia stated that the proportional shareholding structure is an important element of corporate governance: a share affects both participation in company management and the amount of dividend to which the shareholder may be entitled.
Therefore, a reduction from 40% to 25% is not merely a “loss of 15 percentage points”.
It may affect:
- the shareholder’s voting power;
- the ability to block certain decisions;
- participation in future dividends;
- the economic benefit receivable if the company is sold;
- and the overall balance of power between the shareholders.
These consequences may be especially significant for a minority shareholder.
2. The Value of the Company Matters
For example, a new investor may inject substantial capital into the company in exchange for a 20% stake.
In that case, the existing shareholder’s percentage may decrease while the overall value of the company increases.
Dilution therefore cannot be assessed by comparing percentages alone.
The economic terms of the transaction must be evaluated as a whole.
V. Do Existing Shareholders Have a Pre-Emptive Right to Acquire New Shares?
As a general rule – yes.
Under Article 137 of the Law on Entrepreneurs, unless the articles of association provide otherwise, existing shareholders have a pre-emptive right to acquire newly issued shares.
This is an important mechanism for protecting the existing ownership position of the shareholders.
1. The Company Should First Offer New Shares to Existing Shareholders
Unless the articles of association or a legally permitted decision establishes a different regime, the company cannot allocate a new share to a third party without first giving existing shareholders an opportunity to acquire it on the same terms.
Shareholders must be given a reasonable period to exercise the right, which may not be shorter than the statutory minimum.
2. The Right Generally Applies in Proportion to Existing Shares
As a general rule, the pre-emptive right is proportional to the shareholder’s existing shareholding.
This gives a shareholder the opportunity to maintain their percentage participation when the company raises new capital, provided the shareholder is willing and able to invest the required amount.
This may be particularly important for a minority shareholder, whose corporate influence could be materially reduced if the existing shareholding is diluted further.
VI. Can Pre-Emptive Rights Be Restricted?
The law also allows this possibility.
When new shares are issued, the pre-emptive right may be restricted or excluded by an appropriate decision of the shareholders.
However, special requirements apply.
1. A Simple Majority Is Not Always Sufficient
Under Article 137 of the Law on Entrepreneurs, the relevant decision requires at least a three-quarters majority of the votes cast.
In addition, the decision must be based on a report of the management body explaining the reasonable grounds for restricting or excluding the right and justifying the value at which the share is to be allocated.
These requirements are not accidental.
Allowing a new investor to enter the company while preventing an existing shareholder from maintaining their proportional position may significantly affect that shareholder’s economic and governance rights.
If the legality of the relevant corporate decision becomes disputed, it may also be necessary to consider challenging the Shareholders’ Meeting resolution.
2. Granting Special Terms to the Investor
An investor may often be willing to provide capital only if a specific share is allocated exclusively to them.
Such an arrangement may be commercially entirely rational.
However, its impact on the rights of existing shareholders should be assessed in advance.
VII. Why Does Company Valuation Matter?
One of the most contentious issues when bringing in a new investor is the valuation of the company.
If an investor contributes GEL 500,000 and receives 25% of the company, the transaction implicitly reflects a particular valuation.
Existing shareholders may have a very different view of the value of the business.
1. An Undervaluation May Harm Existing Shareholders
If the company is worth materially more, but the investor receives a large share in exchange for a relatively small investment, the economic position of the existing shareholders may be unjustifiably diluted.
2. An Excessively High Valuation May Also Create Problems
On the other hand, offering an unrealistic valuation may make the transaction impossible.
Valuation is therefore not merely a financial negotiation point – it directly affects the fairness of the future shareholding structure.
VIII. How Can Control of the Company Change?
The investor’s percentage interest does not always reveal how much actual influence the investor will have over the company.
For example, an investor holding 20% may have significantly stronger rights than an existing shareholder holding 30% if the investor is granted special consent rights in relation to particular matters.
1. Voting Percentage and Veto Rights Are Not the Same
The investor may be granted consent rights in relation to matters such as:
- disposal of significant assets;
- taking out new loans;
- entering into major contracts;
- issuance of new shares;
- appointment of the director;
- dividend distribution;
- material changes to the company’s business;
- reorganisation or sale of the company.
Under such arrangements, an investor with a relatively small share may exercise substantial governance influence.
2. The Actual Power of Existing Shareholders May Change
If two shareholders previously had a 60/40 structure and the 60% shareholder could effectively control most decisions, the arrival of a new investor may create a completely different balance.
Before the transaction is completed, it is therefore important to assess not only the final percentages but also which party will be able to approve or block which decisions under the new structure.
These governance rules are often best addressed through a combination of tailored articles of association and a carefully drafted Shareholders’ Agreement.
IX. Control Over the Director Is Often a Major Source of Conflict
An investor may seek to appoint their own representative as director or obtain influence over the appointment of the director.
This is particularly important because the director manages the company’s day-to-day activities and represents it in relations with third parties.
For a detailed overview of this role, see our article on the Company Director in Georgia.
1. Who Appoints and Removes the Director?
Under the current law, appointment and removal of the director fall within the competence of the shareholders, although the articles of association may establish additional mechanisms within the limits permitted by law.
When admitting a new investor, the parties should therefore determine:
- whether the founders retain control over the appointment of the director;
- whether the investor receives a nomination right;
- and whether certain decisions will require joint consent of several persons.
2. The Director Is Not Merely the Representative of One Shareholder
Even if a director is appointed at the initiative of the investor or a particular shareholder, the director’s fiduciary duties are owed to the company.
An agreement concerning control over the director cannot transform the director into a mere executor of one shareholder’s private interests.
If a director later acts contrary to the company’s interests, issues of director liability to the company or a shareholder claim against the director may arise.
X. Should the Articles of Association Be Amended?
Often – yes.
When a new investor enters the company, the existing standard articles of association may no longer reflect the new relationship between the shareholders.
It may become necessary to introduce:
- different voting thresholds;
- different classes of shares;
- special rules for appointing directors;
- mechanisms for issuing new shares;
- restrictions on share transfers;
- or other customised corporate arrangements.
For this reason, the company’s founding agreement and articles of association should be reviewed before the new ownership structure is implemented.
1. Different Classes of Shares
Article 135 of the Law on Entrepreneurs permits an LLC to have different classes of shares.
Different classes may carry different rights and obligations.
An investor therefore does not always need to receive a share with rights identical to those of the founders.
The corporate structure may be tailored to reflect the different interests of investors and founders.
2. Changes to Existing Shareholders’ Rights Require Particular Attention
Where a decision affects rights attached to a particular class of shares, the law also provides special protection mechanisms for the shareholders holding that class.
Granting special rights to a new investor is therefore not merely a technical matter of “adding a 20% share”.
It may require an entirely new corporate architecture for the company.
XI. Why Is a Shareholders’ Agreement Important?
The entry of a new investor into an LLC is one of the classic situations in which a Shareholders’ Agreement becomes particularly important.
The articles of association and the Shareholders’ Agreement perform different functions.
The articles of association govern the company’s corporate structure, while the Shareholders’ Agreement allows the parties to regulate their contractual relationship with one another in greater detail.
1. An Existing Shareholders’ Agreement Does Not Automatically Bind a New Investor
This is particularly important.
Article 149 of the Law on Entrepreneurs applies the relevant rules governing shareholders’ agreements to contractual arrangements between shareholders in an LLC.
Under this rule, when a share is transferred, the rights and obligations arising from an existing Shareholders’ Agreement do not automatically pass to the new purchaser, unless that result is specifically provided for both in the Shareholders’ Agreement and in the share transfer agreement.
Therefore, registration of the new investor as a shareholder does not, by itself, mean that the investor is automatically bound by all existing arrangements between the current shareholders.
2. The Investor’s Accession Should Be Regulated in Advance
Where existing shareholders already have a Shareholders’ Agreement, the following issues should be addressed before the investor enters the company:
which provisions should apply to the new shareholder;
whether the existing agreement should be fully replaced;
and how the investor will become a party to the relevant contractual relationship.
Otherwise, the company may have three shareholders, while only two of them are actually bound by a particular agreement.
XII. What Should a Shareholders’ Agreement Regulate When a New Investor Enters?
There is no single universal agreement suitable for every investment.
A startup investor, a strategic shareholder entering a family business, and a purchaser acquiring a 40% share in an established company may require entirely different arrangements.
However, several issues usually require particular attention.
1. Reserved Matters
It should be determined which matters are decided by ordinary majority and which require broader consent.
Too many reserved matters may make the company’s day-to-day operations difficult.
Too little protection may leave either the investor or an existing shareholder without meaningful influence.
2. Appointment of the Director
The investor may wish to nominate their own candidate.
The existing shareholders may wish to retain operational control.
A balance between these interests should be agreed in advance.
3. Information Rights
The law already gives shareholders a right to receive information about the company’s activities, but an investment relationship may require a more detailed reporting system.
Information rights may be particularly significant for a minority shareholder who does not control the company’s day-to-day management.
4. Future Financing
The parties should also consider in advance what will happen if the company requires additional capital again in one or two years.
Will every shareholder be required to contribute?
What happens if one shareholder can no longer invest?
And how will this affect the shareholding structure?
These questions may directly overlap with the rules governing additional contributions in an LLC.
XIII. Why Can Dividend Policy Become a Source of Conflict?
Founders and financial investors may have different views regarding the use of the company’s profits.
The founders may prefer to reinvest profits and pursue rapid growth.
The investor may prefer periodic dividend distributions.
Or the opposite may be true.
1. Different Expectations Can Later Develop into a Dispute
If the parties do not discuss this issue before the investment, the first major conflict may arise over profit distribution once the company becomes profitable.
2. Dividend Rights and Dividend Policy Are Different Issues
A shareholder’s statutory dividend rights do not mean that the company must distribute all profits every year.
The investor’s economic expectations and the company’s reinvestment strategy should therefore be aligned in advance.
For more information on when a specific monetary entitlement actually arises, see our article on the right to claim dividends.
XIV. What Happens During Future Financing Rounds?
One investment round is often not the last.
The company may require additional capital in the future.
This is where issues not properly considered in the first transaction may become apparent.
1. Who Will Finance the Company at the Next Stage?
The founders may no longer be able to provide additional capital, while the investor may be ready to invest substantially more.
This may again change the balance of shareholding and governance power.
Depending on the legal structure used, future financing may also raise issues concerning mandatory or voluntary additional contributions.
2. Equal Opportunity for Shareholders Matters
In Case No. ას-1506-2024, although the relevant facts arose under the previous statutory regime, the Supreme Court paid particular attention to equal treatment of shareholders and equal opportunity to exercise proprietary rights when assessing additional financing and changes in shareholding proportions.
This approach demonstrates why a company’s financing decision may be much more than a purely financial matter.
XV. Why Do Restrictions on Share Transfers Matter?
When bringing in a new investor, existing shareholders often focus only on the identity of the person with whom they are beginning to cooperate.
An equally important question is:
to whom may that investor sell the share in the future?
Under the general rule of Article 141 of the current law, a shareholder may transfer a share without the consent of the company or the other shareholders unless an appropriate restriction has been validly established.
1. An Acceptable Investor Today May Be Replaced by Someone Else Tomorrow
If no restriction exists, a strategic investor may sell the share to a third party several years later.
That third party may be completely unacceptable to the remaining shareholders.
2. Restrictions Should Be Agreed in Advance
If the shareholders want:
- a prior consent mechanism;
- a lock-up;
- a right of first offer or similar mechanism;
- tag-along rights;
- drag-along rights;
- or another exit regime,
these terms should be included in the relevant legal documents in advance.
Such arrangements are commonly addressed through the Shareholders’ Agreement and, where necessary, corresponding provisions of the articles of association.
Imposing such restrictions unilaterally after the investor has already entered may be much more difficult.
XVI. What Is Tag-Along and Why Can It Matter to an Existing Shareholder?
If one shareholder later sells a significant share to a third party, another shareholder may be left in the company with a new majority owner.
A tag-along mechanism is intended, in appropriate circumstances, to allow another shareholder to participate in the same transaction.
This may be particularly important for a minority shareholder.
1. The Entry of a New Investor Should Not Be Assessed Only by Reference to the Present Relationship
Today, the shareholders may have an excellent relationship.
However, good corporate documentation should also address the possibility that, several years later, one party will want to exit the business.
2. Exit Mechanisms Matter to Investors as Well
A professional investor will often consider from the outset how the investment may eventually be realised.
Exit provisions are therefore not a secondary element of an investment transaction.
XVII. What Is Drag-Along and Why Can It Cause Disputes?
A drag-along mechanism may, under certain conditions, allow a shareholder or group of shareholders to require other shareholders to sell their shares as part of a sale of the company.
Such a mechanism may be particularly important to an investor who expects that the company may later be sold in its entirety.
For an existing shareholder, however, this means that under the agreed conditions they may also be required to sell their share.
The existence of drag-along rights, their conditions, price mechanism, and procedure should therefore be carefully considered before the transaction is completed.
XVIII. What Does Deadlock Mean After a New Investor Enters?
Sometimes the investor’s entry creates a structure in which no party has sufficient power to make major decisions independently.
For example:
- the founders collectively hold 60%;
- the investor holds 40%;
- but major decisions require 75% approval.
In this situation, neither side can act independently.
1. Such a Balance May Be Deliberate
This is often exactly the purpose of investor protection.
The investor may not want the founders to make particularly important decisions against the investor’s wishes.
2. A Veto May Also Become a Source of Business Paralysis
If the parties can no longer agree, financing, director changes, major transactions, or other important decisions may become blocked.
Reserved matters should therefore be accompanied by consideration of potential deadlock scenarios.
A well-drafted Shareholders’ Agreement can establish mechanisms for addressing such deadlock before it develops into a full shareholder dispute.
XIX. Why Is Investor Due Diligence Important for Existing Shareholders as Well?
Due diligence is often viewed only as a tool for protecting the investor.
The investor reviews the company’s corporate, contractual, financial, and other affairs in order to understand what is being acquired.
However, the transaction also creates new risks for existing shareholders.
1. The Investor’s Identity Matters
In the case of a strategic investor, it may be important to examine:
- the investor’s other businesses;
- connections with competitors;
- investment objectives;
- source of financing;
- and genuine long-term strategy.
2. A New Shareholder Is More Than a Source of Capital
Once registered, the investor becomes a shareholder of the company and acquires rights provided by law and by agreement.
Existing shareholders should therefore understand in advance whom they are admitting into the internal corporate relationship of the company.
XX. What Happens If the Investor Fails to Contribute the Promised Amount?
Before transferring a share to the investor or allocating a newly issued share, the payment mechanism should be clearly structured.
Otherwise, the company may find itself in a situation where the corporate structure has already changed but the expected financing has not been fully received.
1. Share Allocation and Contribution Payment Require Coordination
The Law on Entrepreneurs specifically regulates agreed contributions by shareholders and the consequences of non-performance.
The closing mechanism should therefore not depend solely on trust between the parties.
Where financing is structured as an additional contribution rather than through issuance of a new share, its legal basis and consequences must be assessed separately.
2. Staged Investment
In some transactions, investment is made in stages and subsequent payments depend on achievement of particular milestones.
Such a model is possible, but its legal consequences should be defined in advance:
- what share the investor receives at each stage;
- what happens if a subsequent investment is not made;
- and what is the parties’ position if the transaction ends halfway through the process.
XXI. What Corporate Changes May Be Required?
The entry of a new investor into an LLC often involves more than simply adding the investor’s name to the Public Registry.
It may require:
- a change in shareholding proportions;
- registration of a new share;
- changes to capital;
- a new version of the articles of association;
- replacement of the director;
- amendment of representation rules;
- or simultaneous registration of several corporate changes.
1. The Agreement and the Registry Should Be Consistent
If the parties agree on one economic arrangement while a different corporate structure is reflected in the Public Registry or the articles of association, the risk of future conflict increases significantly.
Accordingly, all required corporate changes should be properly registered.
2. Transaction Documents Should Operate as One System
The share purchase or investment agreement, articles of association, Shareholders’ Agreement, and registration documents should not contradict one another.
XXII. Which Issues Are Particularly Important for Existing Shareholders?
For an existing shareholder, the central question when a new investor enters is not merely what percentage will remain with them.
Equally important are:
- how many votes the shareholder will have;
- which decisions the shareholder can take independently;
- which matters will require the investor’s consent;
- who controls the director;
- how profits are distributed;
- how future financing will work;
- how the shareholder may sell the share;
- who may become a new shareholder in the future;
- what happens if the entire company is sold;
- and how deadlock between shareholders will be resolved.
These issues are interconnected.
One particular contractual provision may affect the entire future balance of corporate governance.
XXIII. What Does Supreme Court Case Law Show About Changes in Shareholding Structure?
The case law of the Supreme Court of Georgia demonstrates that a shareholder’s percentage participation is more than a formal figure.
In Case No. ას-289-2020, the Court directly linked the shareholding ratio to the shareholder’s ability to participate in management and receive a corresponding dividend. The Court also emphasised that changes in the proportional shareholding structure should be based on the clearly expressed will of the shareholders and an appropriate corporate resolution.
In Case No. ას-1506-2024, which concerned an additional financing dispute arising under the previous statutory regime, the Supreme Court emphasised the principle of equality between shareholders and examined whether they had been afforded equal opportunities to exercise their proprietary rights.
The practical significance of these approaches when a new investor enters is clear: a change in the shareholding structure directly affects a shareholder’s economic and governance position and should therefore be based on a clear, transparent, and carefully considered corporate decision.
XXIV. What Should Be Assessed Before a New Investor Enters?
The entry of a new investor into an LLC should begin not merely with the question “how much money is the investor contributing?” but with an assessment of the entire future relationship between the shareholders.
It is necessary to determine whether the investor is purchasing an existing share or whether the company is issuing a new share; how the shareholders’ percentage participation will change; how the company is valued; who receives the investment funds; how voting power and control over the director will change; whether the investor requires special rights; how future financing will operate; how profits will be distributed; and what will happen if one of the parties later wants to leave the business.
This is not a universal checklist for every investment transaction.
Depending on the size of the company, its business model, the type of investor, and the existing ownership structure, some issues may be significantly more important than others or may not be relevant at all.
XXV. Why Is Advance Legal Structuring Important?
At the investment stage, the parties often share a common objective – to close the transaction as quickly as possible.
The risks of conflict appear later, when the interests of the investor and the founders no longer align.
For example:
- the founder wants to reinvest profits, while the investor wants dividends;
- the founder wants to pursue a new project, while the investor uses a veto;
- the company needs new capital, but the shareholders cannot agree on dilution;
- one shareholder wants to sell a share, while the others object to the proposed purchaser.
These are precisely the types of conflict that should be considered while the relationship between the parties is still cooperative.
For that reason, legal and corporate structuring of the company should be treated as part of the investment transaction itself rather than as a separate administrative step to be addressed afterwards.
XXVI. Conclusion
The entry of a new investor into an LLC is not merely the receipt of new financial resources. It often represents a significant change to the company’s corporate structure.
The first issue is to distinguish whether the investor is purchasing an existing shareholder’s share or whether the company is issuing a new share. In the first case, the transaction price primarily goes to the selling shareholder. In the second, the investment finances the company and may also alter the percentage participation of existing shareholders.
When new shares are issued, the existing shareholders’ pre-emptive rights, the valuation of the company, dilution, the new balance of voting power, and the grant of special corporate rights to the investor should all be assessed in advance.
The governance structure is equally important: who appoints the director, which decisions require investor consent, and how to prevent a veto created for protection from becoming a permanent instrument of business paralysis.
Particular attention should also be given to the Shareholders’ Agreement. Under current law, rights and obligations arising from an existing agreement do not automatically pass to a purchaser solely because that person becomes registered as a shareholder. The new investor’s accession to the relevant agreement must therefore be regulated separately.
The reasoning developed by the Supreme Court of Georgia in Case No. ას-289-2020 demonstrates that the percentage represented by a share directly affects both a shareholder’s participation in management and economic rights, while the emphasis on equal treatment of shareholders in Case No. ას-1506-2024 further confirms why changes to company financing and shareholding structure should be regulated clearly and in advance.
Therefore, when a new investor enters, the key question is not only “what percentage will the investor receive?”
It is equally important to determine what rights the investor will obtain, how the position of existing shareholders will change, who will control the company, and how the relationship will end if the shareholders’ interests no longer align in the future.
TB Legal’s corporate law practice includes legal structuring of new investor entry, ownership and governance arrangements, and relationships between shareholders.
Before an investor enters, it is particularly important to review the company’s corporate structure, tailor the articles of association where necessary, and regulate the relationship between the shareholders contractually.
Where the transaction requires changes to shareholders, shares, directors, or other registered corporate information, those corporate changes should also be properly reflected in the Public Registry.
If your company is planning to bring in a new investor and you want to assess the rights of existing shareholders, the future control structure, and potential risks of conflict before the transaction is completed, contact TB Legal for an individual legal assessment.
TB Legal assists companies and shareholders both in structuring new investment relationships in advance and in legally managing corporate disputes that have already arisen.
