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Shareholder agreements

We help our clients to negotiate and draft shareholder agreements that balance and protect the interests of shareholders, directors and the business itself.

Such Agreements take precedence over the Articles of Association of the company.  They should serve to avoid disputes between shareholders and directors, or allow swift settlement, deal with directors’ conflicts and minimise the possibility of deadlocks.

Each Shareholder Agreement is necessarily bespoke.  Our specialist Company Commercial team takes time to understand the specific needs of your business and to draft an Agreement covering fundamental issues including:

  • Dividend policy
  • Drag and tag-along rights on the sale of the company
  • Minority shareholder protection
  • Restrictive covenants
  • Right of Shareholders to appoint Directors
  • Transfer of shares
  • Valuation of shares in the event of a sale or transfer
  • Voting rights
  • What happens in the event a shareholder leaves, dies or becomes unwell
  • Dispute resolution

We care about the success of our clients’ businesses. Our approach remains commercial, pragmatic and robustly realistic.  We ensure that the Agreements we draft can allow for the evolution of your business over time.

Examples of our work:

We helped our client, a private investor, to put in place a shareholder agreement as part of his investment in a major consulting business. We carried out thorough due diligence before negotiating and drafting the shareholder agreement. To maximise the tax efficiency of the investment, we worked to restructure the consulting business to ensure our client’s investment would qualify as an Enterprise Investment Scheme.

We helped our clients, the owners of one of the UK’s leading precision sheet metalwork manufacturers, to draft a shareholder agreement following a management buyout. Alongside the shareholder agreement we prepared sale and purchase documentation, loan notes, and negotiated arrangements with senior creditors.

Related Services:

Company formation Partnership and LLP agreements  Commercial contracts   Employee share option schemes 

Buying, selling or restructuring   Intellectual property

Rina Sond

Partner specialising in Company Commercial and Intellectual Property

Rina is an outstanding lawyer with the ability to calmly guide the client through difficult and stressful legal situations with proven results. I have engaged the professional services of Rina on a number of occasions as a business owner, and Rina and her team have always delivered, providing an excellent service. She is tactfully astute and a great communicator, and she has an outstanding ability to understand the technicalities of issues and communicates in a clear and precise manner
  • Senior Executive, global technology logistics
  • About: Rina Sond
Rina has been extremely helpful in advising our company on key commercial contracts with both clients and partners. Her knowledge and expertise have enabled us to clearly understand the risks and benefits attached to the contractual agreements we are entering into. Her excellent professional manner has meant that she has been able to engage directly with our clients and their lawyers as an extension to our organisation. We would highly recommend Rina in all aspects related to commercial contracts
  • Director, software technology
  • About: Rina Sond