[Consultation] Drafting of shareholder approval documents and profit-guarantee agreements related to corporate restructuring and legal review.

Law firm Veat was commissioned by company A, a provider of IP services, to draft shareholder resolutions and profit security agreements related to the conversion of Veat to a subsidiary company.

Company A desired to change Veat to a subsidiary. Law firm Veat drafted shareholder resolutions containing the agreement that the shareholders of the subsidiary would approve the sale of the subsidiary’s stake in Veat to the parent company, changing the corporate structure.

In particular, the parent company provided an opinion reviewing the legal requirements for special resolutions as stipulated in laws such as the “Companies Act” in the event that the parent company disposes of all the shares of the subsidiary.

Law firm Veat, considering the position of the subsidiary that operated a fund through Veat, drafted a profit security agreement to ensure that the subsidiary could secure the profit it expected at the time of fund liquidation if Veat was changed to a subsidiary.

Given that changes in corporate governance can have a significant impact on control and disputes may arise if shareholders cannot reach an agreement, we recommend consulting with an attorney with extensive and effective experience in corporate advisory to proceed safely.

Law firm Veat, based on its experience providing legal advice to numerous companies as a senior/advisor attorney and its extensive legal review of many cases related to companies, is providing legal advice necessary for management, and assisting in narrowing the differences of opinion between shareholders.

If you need assistance with the drafting of shareholder resolutions and profit security agreements or need a regular legal advisory service, please contact Law firm Veat.

Thank you.
Law firm Veat