Corporate Law
Governance, shareholder agreements, capital changes and corporate restructuring for Albanian companies — set up correctly, and kept current as your company evolves.
Governance Doesn’t Stop at Registration
The Articles of Association you filed at incorporation are a starting point, not a finished governance framework. As a company operates, ownership changes, a co-founder joins or leaves, capital needs adjusting, or a dispute between shareholders needs resolving in a way the original documents never anticipated. Handled through informal emails or verbal agreement, these changes create exactly the kind of ambiguity that turns into an expensive dispute later — often at the worst possible moment, such as during a sale, an investment round, or a falling-out between shareholders.
Albania For Business Sh.p.k. provides corporate law support across the full lifecycle of an Albanian company — from the governance documents that should exist alongside your Articles of Association, through share transfers, capital changes and restructuring, to dissolution if that day ever comes.
CORPORATE GOVERNANCE PACKAGE
fixed fee
PACKAGE OF CORPORATE GOVERNANCE SETUP INCLUDES:
- Shareholder agreement drafted for your specific ownership structure
- Internal governance rules — management powers and decision-making thresholds
- Share capital and ownership structure documentation
- Board / shareholder resolution templates for routine decisions
- Shareholder register set up and maintenance guidance
- Review of your Articles of Association for governance gaps
- Beneficial owner (UBO) register alignment check
- One follow-up consultation to implement the documents with your team
When You Need Corporate Law Support
- Adding or removing a shareholder, or transferring shares between existing shareholders.
- Increasing or decreasing share capital, including bringing in a new investor.
- Appointing or removing an administrator, or changing signing authority.
- Converting between company types — most commonly a Sh.p.k. growing into a Sh.a.
- Merging with, acquiring, or being acquired by another company.
- A disagreement between shareholders over strategy, distributions, or an exit.
- Winding down and formally dissolving a company that’s no longer needed.
- Routine corporate housekeeping — annual resolutions, related-party transactions, and keeping statutory registers current.
Share Transfers & Capital Changes, Step by Step
- Request & document review — we confirm what’s changing and review your current Articles of Association and shareholder register.
- Drafting — the share transfer agreement, capital change documentation, or resolution is prepared to reflect the change.
- Shareholder / board approval — the relevant resolution is signed by the parties with authority to approve the change.
- QKB filing — the change is filed with the National Business Center to update the company’s official record.
- Updated documents issued — you receive the updated Articles of Association, shareholder register and QKB extract reflecting the change.
Core Corporate Law Services
| Service | What It Covers |
|---|---|
| Governance documents | Shareholder agreements, internal governance rules, resolution templates |
| Share transfers & capital changes | Transfer agreements, capital increases/decreases, new investor onboarding |
| Corporate restructuring | Company type conversion, group reorganisation, related-party arrangements |
| M&A support | Due diligence coordination, transaction documents, post-completion integration |
| Dissolution & liquidation | Formal wind-down, creditor notification, deregistration with the QKB |
| Shareholder dispute resolution | Negotiated resolution, buy-out structuring, and litigation referral where needed |
What We Need From You
- Your current Articles of Association and shareholder register, if the company is already registered.
- A description of the change or matter — a share transfer, a new investor, a dispute, or a planned restructuring.
- Names and details of all parties involved (existing and incoming shareholders, administrators).
- Any existing shareholder agreement or side letters that might affect the matter.
- Your timeline, particularly if the matter is tied to an investment closing, a sale, or another external deadline.
Fee Schedule — Additional & Ongoing Services
Beyond the fixed package above, the following services are priced individually. Your adviser confirms an exact quotation once your structure, nationality and banking preference are known.
| Service | Indicative Fee |
|---|---|
| Corporate governance package (as above) | €500 fixed fee |
| Shareholder agreement drafting (standalone) | from €350 |
| Share transfer documentation & QKB filing | from €250 |
| Share capital increase or decrease | from €300 |
| Company type conversion (e.g. Sh.p.k. to Sh.a.) | from €500 |
| Company dissolution & liquidation | from €600 |
| M&A / restructuring support | quoted individually, typically hourly |
| Board / shareholder resolution drafting (per resolution) | from €80 |
| Ongoing corporate secretarial retainer (monthly) | from €300 / month |
An informal agreement between shareholders — a verbal understanding, a text message, an email thread — isn’t a governance framework, and it tends to hold up only as long as everyone stays on good terms. If a company has more than one shareholder, a written shareholder agreement covering decision-making, deadlock, exit and dispute resolution is worth having before a disagreement arises, not after — by which point positions have hardened and options have narrowed.