Company Constitution vs Shareholders’ Agreement: What’s the Difference? (and How the Replaceable Rules Fit In)
When setting up or running a private company in Australia, you’ll encounter three key governance frameworks the company constitution, the shareholders’ agreement, and the replaceable rules under the Corporations Act 2001 (Cth). Each serves a different function, applies in different ways, and can have very different legal consequences. Understanding how they interact is essential to avoid shareholder disputes and maintain a compliant governance structure. The Company Constitution – The Internal Rulebook A company constitution is a legally binding document that defines how the company is internally managed. It has the […]