Shareholders’ agreements

Shareholders’ agreements Icon

WE CAN ADVISE ON A WIDE RANGE OF ISSUES RELATING TO SHAREHOLDERS' AGREEMENTS.

Clearly setting out the shareholders’ expectations in relation to the management of the affairs of their company can avoid disputes later on.

The shareholders’ wishes may be set out in a private shareholders’ agreement or in the company’s public articles of association (or a combination of both) and can cover matters such as:

– what decisions require the consent of all shareholders

– when the payment of a dividend is triggered

– restrictions on the transfer for shares. For example, if an existing shareholder wishes to transfer its shares do those shares have to be offered to the continuing shareholders first?

– the company transfer for shares. For example, if a shareholder who is also a director resigns or is dismissed or is a shareholder dies or becomes insolvent

– what happens if the shareholder cannot agree on a particular matter, does everything carry on as normal, is one shareholder required to buy the other our or will the company be dissolved?

– can a majority of shareholders force the minority to sell to a third party (these are called drag along rights)?

– can the minority of shareholders insist they they are included in a share purchase if the majority wishes to sell (these are called tag along rights)?

– will the shareholders be subject to restrictive covenants such as requiring the shareholders not to compete with the interests of the company or poach its staff or suppliers?


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Key Contacts

Victoria Spellman
Partner 
01473‍ 350573
Clare Richards
Partner 
01473‍ 617311