In North Macedonia, the limited liability company shall be founded by a company agreement entered into between all founders – also known as “the shareholders agreement”.

In accordance to the law in North Macedonia, the company agreement has to include the following provisions:
1) data about the founders / shareholders; 2) business name and company’s registered office; 3) company’s scope of operations; 4) duration of the company; 5) amount of the basic capital and the amount of each member’s separate contribution and if the contribution is non-monetary – a detailed description and designation of its value; 6) manner and time period for payment of the monetary contributions that are not paid up in full; 7) data about the manager(s); 8) representation of the company; 9) rights and liabilities of members towards the company in addition to the payment of their contributions, as well as the rights and liabilities of the company towards its founders; 10) manner and criteria for distribution of the profit and coverage of the losses; 11) management of the company; and 12) termination of the company.

Any provisions in the company agreement that are contrary to Company law shall be null and void.

As mentioned above, a lot of aspects of the partnership should be determined by the shareholders agreement. This agreement provides the partners with the freedom to determine a lot of aspects and in no way should be seen as a template type of document, only provided for the purposes of the incorporation. Based on this, the shareholder agreement provides freedom for the shareholders to agree on how the company should be run.

Any changes of the shareholders agreement should be registered in the Central register.

Lalicic & Partners Law Firm from Skopje, North Macedonia, has dealt with many complex shareholder agreements where the partners had been careful enough to specify each detail in their partnership. Based on this, our law office will provide you with the shareholder agreement that will be a long term cornerstone of your partnership.