Shareholders' agreement

A is a contract between your 's setting out their rights and responsibilities. This section will help you to decide whether you need a and includes a customisable template that you can use for your . A can protect your from common problems, particularly those which affect the sale or transfer of their shareholdings, and therefore who has control of the .

Why a shareholders' agreement is important

  1. 1.What is a shareholders' agreement?
  2. 2.Do I need a shareholders' agreement?
  3. 3.Who produces a shareholders' agreement?
  4. 4.What could happen if I do not have a shareholders' agreement?
  5. 5.What are the benefits to my company of having a shareholders' agreement?

What is in a shareholders' agreement

  1. 6.What should my shareholders' agreement cover?
  2. 7.How should I obtain shareholder(s) consent, if this is required under my shareholders' agreement?
  3. 8.What happens if my articles and shareholders' agreement conflict with each other?
  4. 9.What provisions should appear in my articles as well as, or instead of, a shareholders' agreement ?
  5. 10.Does my company need to be a party to my shareholders' agreement?
  6. 11.What is the difference between a founders' agreement and a shareholders' agreement?

How to make and change a shareholders' agreement

  1. 12.When can I enter into a shareholders’ agreement?
  2. 13.Does my company need to approve a shareholders' agreement?
  3. 14.How should my company approve a shareholders' agreement?
  4. 15.Can I change my shareholders' agreement after it has been agreed?
  5. 16.Can I change my shareholders' agreement without having to get consent from each party to it?
  6. 17.Can I add future shareholders to my shareholders' agreement?

Written board resolution approving shareholders' agreement and new articles

Use this written board resolution approving shareholders’ agreement and new articles in your company’s process when it signs off on the use of our shareholders’ agreement. It is not sufficient for your shareholders to simply sign the Shareholders’ agreement . You must adopt the Articles of association for shareholders’ agreement that are designed to work with it, and make sure that your board and shareholders approve everything: use this simple written board resolution to approve the shareholders’ agreement and new articles; and get your shareholders’ approval of the new articles. This written board resolution is simple to create and easy to use – just get the signatures of your board members to pass it. If you would prefer to have your board approve everything in an actual board meeting, you can use Board minutes approving shareholders’ agreement and new articles instead of this written resolution. If you only have one company director, use the special Sole director resolution approving shareholders’ agreement and new articles for the job instead. You can also purchase this document as part of the Shareholders' agreement toolkit , which will guide you through the full process.
£20 + VAT

Filing copy of shareholder written resolution amending a company's articles of association

You can use this filing copy of shareholder written resolution amending a company's articles of association as the final step in the process of you changing your articles. This filing copy makes it quick and easy to generate the right documentation to send to Companies House as a record of the change to your articles. You must do this within 15 days of your shareholders approving the change, and remember to attach a copy of your new articles to send in with it. It is important not to forget this final stage as it is a criminal offence to fail to update Companies House by the deadline, which can attract a fine. Before using this filing copy of your shareholder written resolution, you should already have followed a full internal process to approve the change, by: getting the approval of your directors using one of: Board minutes amending a company's articles of association (if you want a board meeting), Written board resolution amending a company's articles of association (if you do not want a board meeting), or Sole director resolution amending a company's articles of association (if you only have one director); and getting the approval of your shareholders using Shareholder written resolution amending a company's articles of association to get the approval of your shareholders. You can also purchase this document as part of the Shareholders' agreement toolkit , which will guide you through the full process of entering a shareholders' agreement and adopting new articles of association.
£20 + VAT
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