Shareholder disputes.

Conflicts rarely ignite over a single question. Usually several causes interact: different expectations regarding distribution and reinvestment, unequal commitment by the shareholders, disputes over management or a gradual loss of trust. Deadlock situations are particularly critical, where two equally strong camps block each other and no majority can be formed.

Many of these conflicts can be traced back to gaps in the articles of association. If there are no clear rules on voting rights, call options and the resolution of deadlock, a factual conflict of interest quickly escalates into a permanent blockade. We analyse the articles of association and the actual conflict before recommending a strategy.

If a resolution was passed improperly, for example in breach of the articles of association or the principle of equal treatment, a challenge may be considered. In serious cases a shareholder can be excluded for good cause, or their share is redeemed under the rules of the articles of association. Both routes are subject to strict requirements and time limits.

When a shareholder leaves, the question of compensation arises. Its amount depends on the company valuation, which is determined under the articles of association or by recognised valuation methods. Disputes often concern the valuation date, the method and discounts. We enforce claims or defend against excessive demands and call in experts where necessary.

If the cooperation cannot continue, the path often leads through the sale of the shares to a co-shareholder or an external buyer. As a last resort, the company is dissolved. Both options require clean contractual drafting so that liability, warranties and outstanding claims do not become the subject of dispute again later.

Where possible we prefer an out-of-court settlement, for example through negotiation, mediation or tailored exit models. This protects value and relationships and keeps the company able to act. Where a court decision is unavoidable, we represent you consistently while always keeping the commercial solution in view.

A shareholder dispute usually escalates in stages: a factual difference of opinion turns into a blockade in the general meeting, then come challenged resolutions, refused information and finally the call for separation or dissolution. Whoever acts early has more room to manoeuvre and avoids hardened fronts.

A few documents are decisive for assessing your situation: the articles of association with their rules on voting rights and call options, the shareholder resolutions together with the minutes, the commercial register extract and any shareholders agreement. We evaluate these documents before recommending a strategy, so that every step rests on a sound basis.

You should take certain signs seriously: a recurring blockade in the general meeting, refused information about the affairs of the company or the looming expiry of the time limit for challenging a contested resolution. Whoever hesitates here often loses rights that can no longer be enforced later.

The sensible next step is a legal review of your position and the applicable time limits. We assess your stake, secure time-bound rights and develop a strategy from settlement to separation. This keeps the initiative in your hands.