Shareholders Agreement Questionnaire And Checklist

About Jonathan Lea

Jonathan is a specialist corporate and commercial solicitor who has over 13 years of experience at both large international City firms and smaller practices. For the last five years Jonathan has worked on a self-employed basis with a network of other independent lawyers focused on serving the needs of entrepreneur-led businesses and startups around the UK and further afield. 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 Jonathan 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.

We offer a free initial 20 minute consultation about your shareholders agreement, while we advise on and produce shareholders agreements to suit your scenario and meet your requirements for a fixed fee, usually £800 plus VAT.

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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