Drafting shareholders’ agreements and related company documents such as your company’s Articles of Association
Our team of corporate solicitors can help your business by:
- Explaining how a well-drafted shareholders’ agreement is an essential business tool to regulate and manage the relationship between your business and its directors and shareholders.
- Asking you detailed questions about your company and business dynamics so we can troubleshoot potential issues and conflicts that could occur particular to your situation.
- Explaining the typical scenarios that can occur during the life of a business that could cause issues and disputes and show you how these can be overcome or prevented.
- Showing you how having a shareholders’ agreement in place can help you attract new investors.
- Liaising with shareholders and investors during funding rounds and review any shareholders’ agreement already in place.
- Reviewing your company’s legal documents and management structure as well as your shareholdings and provide legal advice as to how these could be modified with a shareholders’ agreement in place.
- Drafting a comprehensive shareholders’ agreement involving founders, directors and shareholders to make sure everyone’s interests are protected as far as possible and balancing the risks to all sides.
- Negotiating with all parties to the shareholders agreement on your behalf.
- Altering any other company documents that need amending to bring in line with the shareholders’ agreement.
- Providing business dispute legal advice and assistance if a dispute with your shareholders has already occurred.
- Registering your new company documents at Companies House as required.
What our clients say
We pride ourselves on delivering an excellent service for clients, but don’t just take our word for it.
What attracted me to Harper James was the pricing model they have in place. It means we get access to top legal professionals at prices we can afford. In our most recent funding round, the support we received was vital.
The support, advice and guidance from Harper James was absolutely vital. Shubhu, Callum and the team there were always on hand to deal with any issues that we needed help with as the deal progressed. This is an exciting new stage in the development of the business.
Harper James provide a cost effective, responsive and versatile service and provide us with access to legal teams that are experienced, commercially focused and well-resourced. Most importantly they are extremely familiar with the SME market and know the venture capital sector well.
We use Harper James because they understand the venture capital sector we operate in, know our business inside out and are always on hand to assist us in any way we need.
Harper James swiftly solves problems with a minimum of fuss. I strongly recommend them and they are a pleasure to work with.
Quite frankly I was stunned at the low cost of the service given the value it provided us.
For us, the support of Harper James Solicitors has been a gift. The collaboration we have had has been of tremendous importance. The service has been superb value for money.
Our scale of growth would not have happened without the support of Harper James.
Reliable but straightforward legal advice and support. Delivered at a very cost effective price point.
Essentials of shareholders’ agreements
The best time to think about the future of your business is now. Working with family, friends and colleagues is great when things go well, but shareholders can fall out, and once a conflict occurs, trust can evaporate. That’s why we recommend putting in place a professionally drafted shareholders’ agreement as soon as you open your business.
We will help you answer the following questions to flush out the issues:
- Who are the shareholders and directors of your business, and what percentage shareholding is owned by each individual?
- Are any of your shareholders also directors?
- What information do you provide non-director shareholders about the way your business is run?
- Have you thought about what would happen if you can’t agree on the direction the business would go?
- Do shareholders want a say in your business affairs or a veto over important decisions like changes in company direction, or entering into high value contracts?
- Should the directors be bound to follow an agreed business plan?
- Have you considered what happens to their shares if a shareholder gets ill, retires or dies?
- Have you thought about what might happen if your majority shareholders receive an offer to buy their shares? Should the minority shareholders be forced to sell their shares too (‘drag-along’)?
- What if a minority shareholder wants to be able to sell or ‘tag along’ in the same scenario?
- What if a shareholder wants to sell to an outsider? Can you prevent this? Can you have the right to buy their shares instead?
- Can you require an employee to give back their shares if they leave the company? Does this depend on the circumstances of their departure?
- Can you stop exiting shareholders from starting a competing business, or from using your business’s confidential information?
- What if you own a business 50/50 with another person and you can’t agree a way forward for the business? Can you force them to sell you their shares? Or ask them to buy yours?
- How will dividends be paid, and to whom?
- How can shareholders control who can be a director, and how much they are paid?
- What oversight can shareholders have of board meetings, and how can meetings be regulated so they are fair to all parties, including investors?
- How can any disputes that do occur be sorted out as amicably as possible without resorting to litigation and how will a shareholders’ agreement regulate these disputes?
What are the advantages of a shareholders’ agreement?
Safeguard your business against disputes
Reduce the potential for conflict and disagreement between shareholders, directors and the company. Disputes are not only distracting, they can lead to highly expensive litigation. Protect yourself from disagreements by putting in place a mechanism to resolve disputes quickly and fairly to all sides.
Protect the interests of your shareholders
The law and your company’s Articles of Association only provide your shareholders with a limited amount of protection. Give both majority and minority shareholders the right to participate in decision-making, access business information, and benefit from a sale of the business if this is what would make your valuable investors feel more secure.
Keep your business dealings private
Shareholders’ agreements are private documents and don’t have to be registered at Companies House. Don’t give your competitors valuable information about the way you run your business.
Improve your ability to attract future investment
Investors like angel investors, private equity and venture capital firms are professional in their business dealings and will expect your business to be properly run. Having a shareholders’ agreement in place shows them that you are serious about your business and want to protect your shareholders as well as yourself. This can help you attract higher-quality, serious investors.
Build a team around you
By discussing and negotiating a shareholders’ agreement, you get everyone involved in the business on the same page right from the start so you can run your business with confidence and have a blueprint for day-to-day operations.
Who we help: Start-ups, established businesses, directors, investors and shareholders across a range of sectors
We support a wide range of UK-based companies whether they’re just starting out with a small group of shareholders, or who are later in the company journey and looking to bring new shareholders or investors on board. Putting in place a robust and clear shareholders’ agreement and amending this as the business develops is the best insurance against damaging business disputes and ensuring a harmonious relationship among all your business’s stakeholders.
Examples of our work
AI mining disruptors IntelliSense.io strike gold in new funding round
16 September 2020
Harper James Solicitors has helped industrial artificial intelligence company IntelliSense.io to secure investment which will help it expand globally. Our team – who are experts …
Specialist skincare start-up gets funding boost
3 September 2020
Harper James Solicitors has supported a cosmetics and skincare company to secure major new investment, which will help it expand internationally. Our team worked with Jennifer …
Top UK start-up credits Harper James for early success
27 August 2020
With many companies planning to keep working from home policies in place post-lockdown, one issue is becoming increasingly important. How do you ensure a remote workforce …
Zoom Abroad secures new deal to develop course finder for international students
11 August 2020
Each year more than 500,000 international students apply for a place at a UK university. And nobody understands the importance of getting this life-changing decision …
Novoville wins TechForce COVID challenge with its AI-powered civic engagement app
27 July 2020
Tech start-up Novoville says the ‘smooth and straightforward’ support from Harper James Solicitors is helping them to succeed, following their win of a major government …
Helping scale-up Qudini cast its spell on the in-store customer experience
23 July 2020
As the story goes, the retail tech scale-up Qudini was born following an O2-sponsored hackathon in 2012 and it’s reached for the stars ever since. …
SonicJobs gain pre-Series A funding to develop their recruitment app
22 July 2020
A mobile app revolutionising how candidates search and apply for jobs has achieved a major investment boost which will dramatically help accelerate its growth. SonicJobs secured …
ANB Sensors secures funding to expand its breakthrough pH sensing technology
1 July 2020
Harper James has helped a tech firm secure new investment which will help it rapidly expand its next-generation pH sensor technology. Our team supported ANB Sensors …
Luffy AI completes pre-seed funding to support its transformational research work
15 June 2020
Luffy AI Ltd is currently developing software which they hope will revolutionise the way artificial intelligence is applied to robotics, industrial processes and a range …
Hospify: The healthcare messenger that’s coming of age in the era of COVID-19
30 April 2020
Hospify’s time is now. As one of the outlier companies that’s thriving in the challenging era of COVID-19, the healthtech start-up’s messaging platform is in …
Why choose Harper James Solicitors?
We can assist you with strategic analysis of your company and its structure and support you to develop and negotiate an appropriate shareholders agreement, as well as amend your existing company legal documents.
Our corporate solicitors and business dispute solicitors have a wealth of experience in shareholders’ agreements and dispute resolution. We are experienced in identifying your immediate needs and proactively working with you to troubleshoot potential issues so your shareholders’ agreement will not only protect your stakeholders but work to attract investors by demonstrating your professionalism.
Plus, we have all been recruited from top 100 UK law firms or from large international businesses and have advised clients both as external advisors and as in-house corporate counsel. Find out more about the team here:
Abby Watson is a corporate solicitor, specialising in private equity investments, mergers & acquisitions, EMI share schemes, corporate finance and governance and more.View profile
Adam Kudryl is a Partner and Corporate & Commercial Solicitor at Harper James Solicitors, specialising in strategic investments, acquisitions and sales.View profile
Corporate Solicitor & CEO
Toby Harper is the CEO & Founder of Harper James Solicitors, as well as a corporate & commercial solicitor. He specialises in venture capital and the tech sector.View profile
Stephen is an experienced corporate lawyer, with a career including time at DLA Piper and Pinsent Masons. He specialises in mergers and acquisitions and private equity work.View profile
Shubhu specialises in early-stage fund raisings, shareholder arrangements and M&A. Prior to joining Harper James she worked at Mills & Reeve and before that at Addleshaw Goddard and Slaughter and May.View profile
Jas is a corporate solicitor at Harper James Solicitors, advising on corporate governance, mergers & acquisitions, venture capital & investments.View profile
Michelle regularly advises business owners on corporate and commercial legal matters. She was partner in a regional firm and has also spent time in-house at a Higher Education business dealing with its research, innovation and knowledge exchange contracts.View profile
Our three transparent pricing packages are designed to give you the widest possible access to high-quality legal advice, whatever the size and nature of your business:
Straightforward access to senior solicitors at a competitive rate.
An affordable solution for businesses needing one-off legal support. Receive ‘City’ partner-level expertise at a fraction of ‘City’ prices.
Have legal peace of mind for £189 per month with additional support from £99 per hour.
A monthly subscription legal support package specifically designed for start-ups and smaller businesses.
For businesses requiring 60+ hours of support a year, with prices equivalent to £99 per hour.
Fully account managed quarterly subscription service for businesses with more complex legal needs.