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A Shareholder Resolution is a formal proposal that company shareholders put forward at general meetings under Danish corporate law. These resolutions let shareholders directly influence company decisions, from changing business strategies to addressing environmental concerns or appointing new board members.

Under the Danish Companies Act (Selskabsloven), shareholders owning just 5% of shares can submit resolutions for the annual general meeting. The resolution must be presented in writing, added to the meeting agenda, and typically needs a majority vote to pass - though some special decisions require higher approval thresholds like 2/3 of votes.

Use a Shareholder Resolution when you need to make significant changes to your Danish company that require shareholder approval. Common situations include replacing board members, changing dividend policies, approving major acquisitions, or implementing new sustainability initiatives.

Timing matters - under Danish law, shareholders must submit resolutions at least 6 weeks before the annual general meeting. The resolution becomes especially valuable when addressing urgent governance issues, responding to market changes, or pushing for corporate reforms. Many Danish companies use these resolutions to align with ESG standards or adapt business strategies to new competitive challenges.

• Ordinary Resolutions: Used for routine company matters like appointing directors or approving annual accounts - require a simple majority (50%+1) under Danish law
• Special Resolutions: Handle major changes like altering company articles or approving mergers - need 2/3 majority vote
• Environmental/Social Resolutions: Focus on sustainability goals, corporate responsibility, or ethical policies
• Board-Related Resolutions: Cover leadership changes, remuneration policies, or governance structures
• Financial Resolutions: Address dividend distributions, share buybacks, or capital structure changes

• Shareholders: Draft and propose resolutions, with those holding at least 5% of shares having direct submission rights under Danish law
• Board of Directors: Review proposed resolutions, provide recommendations to shareholders, and implement approved changes
• Company Secretary: Manages the formal submission process, ensures compliance with notice periods, and maintains official records
• Legal Counsel: Reviews resolution language, ensures compliance with Danish Companies Act, and advises on legal implications
• Management Team: Executes approved resolutions and adapts company operations to reflect shareholder decisions

• Basic Details: Gather company registration number, exact legal name, and current articles of association
• Shareholder Data: Confirm current ownership percentages and voting rights of all shareholders
• Resolution Purpose: Define clear objectives and specific changes proposed in plain language
• Legal Requirements: Check Danish Companies Act thresholds for your resolution type (simple majority vs. 2/3)
• Timing: Plan for 6-week notice period before general meeting under Danish law
• Documentation: Our platform generates complete, legally-sound resolutions with all required elements

• Resolution Title: Full company name, date, and clear identification as a shareholder resolution
• Formal Introduction: Legal basis under Danish Companies Act and meeting details
• Proposal Text: Clear, specific language stating the exact changes or actions proposed
• Voting Requirements: Required majority threshold and voting method
• Implementation Details: Timeline and specific steps for executing the resolution
• Supporting Documents: References to relevant company articles or prior resolutions
• Signature Block: Space for recording votes and official certification
• Quality Assurance: Our platform automatically includes all these elements in legally-verified templates

A Shareholder Resolution differs significantly from a Shareholder Agreement in both purpose and timing. While both documents involve shareholder rights, they serve distinct functions in Danish corporate governance.

• Purpose and Duration: Shareholder Resolutions address specific decisions at a point in time, like approving dividends or board changes. Shareholder Agreements are ongoing contracts that govern relationships between shareholders
• Legal Framework: Resolutions operate under meeting procedures in the Danish Companies Act, requiring specific majorities. Agreements are private contracts between shareholders with broader flexibility
• Binding Effect: Resolutions bind the company and all shareholders once passed. Agreements only bind the signing parties
• Implementation: Resolutions take effect immediately after voting. Agreements establish long-term rules and procedures for future situations