Shareholders Agreement Questionnaire And Checklist

About Jonathan Lea

Jonathan is a specialist corporate and commercial solicitor who has over 11 years of experience at both large international City firms and smaller practices. For the last two years he has worked on a self-employed basis with a network of other freelance lawyers focused on entrepreneur-led businesses. If you'd like a competitive quote for any legal work please send an email to the address on the home page. You can also follow him on Twitter @jonathanlea

The following link will download a word document questionnaire and checklist that I usually offer to clients to help them consider and decide on the main terms to include in a shareholders agreement:

Shareholders Agreement Questionnaire

The questionnaire is suitable for a UK private company, although I see many very similar provisions implemented in shareholders agreements throughout the world regardless of what the governing law of the contract might be. This post published on my blog a while ago gives some key reasons why companies should have a shareholders agreement. Establishing a sound legal framework at the outset of a business and making sure shareholders are in agreement on all main principles can save on major difficulties, disputes and pitfalls in the future.

Some of the points to decide on that the questionnaire details are as follows:

1) Pre-emption rights in respect of transferring existing shares and issuing new shares.

2) Dividend rights and policy.

3) Vesting whereby the company has a re-purchase right for a limited period of time over shares which vest each month in accordance with a table.

4) Good and bad leaver provisions and basis of valuation.

5) A list of major decisions that require the consent of a certain percentage of shareholders in order for such decisions to be made.

6) Call and put options.

7) Drag along and tag along rights.

Further reading:

Venture Capital and SEIS and EIS Angel Equity Investment Legal Terms

Are both a shareholders agreement and articles of association needed?

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