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The relationships with your fellow shareholders and your goals for your business are unique. One shareholder might bring cash to the table, while another brings labour only. You might want an exit in five years, the other wants to toil away until retirement. These issues should be raised and agreed from the start. Writing it down in a shareholders agreement will align your interests or reveal gaps that need bridging.
Each agreement starts with a template. It is a foundation that a solicitor will build upon and guide you through. The are many different rules to pick from. Some more important than others, depending on your needs. For any rule you don’t understand, your solicitor will explain it to you. Once you understand the rules, you can select the ones that matter most. Only then can you create a contract that’s relevant, practical and fair for your co-founders and investors.
This is not an easy task. Picking the right solicitor for the job at an affordable price is hard. At Lexoo, we do our best to make the process quicker and easier by giving you multiple quotes from specialised solicitors. We only send your enquiry to the most relevant solicitors - those with expertise and experience in dealing with shareholder interests and the rules that bind them. All our solicitors are insured and are governed by ethical standards, giving you peace of mind that your business is underpinned by a binding document crafted by a professional.
“Prior to contacting Lexoo I had spent hours unsuccessfully trawling the internet looking for the right service, but Lexoo found a suitable solicitor willing to take on this work just hours after our initial enquiry.”- Carolyn Harry, RPC Services Ltd (Lancashire)
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Although prices can vary greatly, shareholders agreements in the UK tend to range between £600 and £2,000. Agreements at the lower end of this range will tend to cover straightforward situations where there are a small number of shareholders, each of whom has the same rights and responsibilities. Quotes at the upper-end deal with more complex cases, perhaps where shareholders have unequal rights or where more complex rules need to be negotiated, such as share vesting arrangements or drag along / tag along provisions.
You can get a free fixed-fee quote for your agreement by submitting an enquiry through Lexoo. Just give us the main details, for instance:
“My co-founder and I run a fashion e-commerce business via a limited company. We are about to receive investment. We need to draft an agreement to set out the following key points:
- My co-founder and I currently own 50% of the shares each.
- The investor will take 30% of the shares for £150,000. My co-founder and I will own 35% each.
- My co-founder and my shares are to vest over 4 years (i.e. we each get 25% of our shares per year).”
(This is a fictional, but typical type of enquiry we’ve been able to help with)
A standard agreement and the articles of association together form the rules that govern your company. Your articles deal with day-to-day company management, typically covering:
The Shareholders Agreement might overlap with some of the above rules, but it can also cover:
It can also act as a master agreement for other agreements like service agreements, intellectual property licences, management agreements or distribution agreements, for example. Some of these rules can also be written into the articles of association. But not all.
Here’s the thing:
There are strict laws regulating what your articles of association can contain. Certain rules which are common in a shareholders agreement are illegal if you put them in the articles. For example, a rule preventing you from removing an investor from the board.
Also, the articles of association are a public document, registered with Companies House and open to inspection. So anything you wish to keep private, such as an investor’s power of veto over key decisions, should be contained in your shareholders agreement.
If you're looking for more information on the topic, check out our frequently asked questions on shareholders agreements.
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“David was fantastic throughout the process from initial contact with all Shareholders through to negotiation and communication with the lawyers on the buyer side all the way thr...”
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