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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.
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