What is a shareholders agreement?
A shareholders agreement is a private contract between a company's shareholders that governs decision-making, share transfers, and exit arrangements, supplementing the company's Articles of Association.
Business & Startups
Shareholders Agreement
Generate a shareholders agreement for a UK company, covering governance, share transfers, and exit rights, alongside the company's Articles of Association under the Companies Act 2006.
- Create a shareholders agreement for a new company
Generate a shareholders agreement between [Shareholder 1], [Shareholder 2], and [Shareholder 3] of [Company Name], covering voting rights, board composition, and pre-emption rights on share transfers.
- Create a shareholders agreement with drag-along and tag-along rights
Generate a shareholders agreement for [Company Name] that includes drag-along rights allowing majority shareholders to compel a sale, and tag-along rights allowing minority shareholders to join a sale on the same terms.
- Create a deadlock resolution clause
Generate a deadlock resolution clause for the shareholders agreement of [Company Name], setting out how disputes between equal shareholders are resolved, such as through mediation, a casting vote, or a buy-sell mechanism.
Shareholders Agreement Generator (UK)
A shareholders agreement is a private contract between a company's shareholders that governs decision-making, share transfers, and what happens if a shareholder wants to exit, supplementing the company's Articles of Association under the Companies Act 2006. This free UK shareholders agreement generator produces agreements covering voting thresholds for major decisions, pre-emption rights on share transfers, and drag-along and tag-along rights on a sale of the company. It is designed for UK startup co-founders, private company shareholders, and investors who want protections beyond the standard Articles of Association. The generator lets you specify board composition, reserved matters requiring special approval, and dispute resolution mechanisms for deadlock situations. Use it to protect minority and majority shareholders alike and reduce the risk of costly disputes down the track.
Frequently asked questions
Do UK companies need a shareholders agreement?
It is not mandatory, but strongly recommended for any company with more than one shareholder, since the Articles of Association alone often leave key protections unaddressed.
What are drag-along and tag-along rights?
Drag-along rights let majority shareholders compel minority shareholders to join a sale of the company on the same terms, while tag-along rights let minority shareholders join a sale initiated by majority shareholders on the same terms.
What are pre-emption rights?
Pre-emption rights require a shareholder wanting to sell their shares to first offer them to existing shareholders before selling to an outside buyer.
What should a shareholders agreement include?
Voting thresholds for major decisions, board composition, share transfer restrictions, drag-along and tag-along rights, and a mechanism for resolving deadlock between shareholders.
What happens if there's a disagreement and no shareholders agreement exists?
Disputes fall back on the company's Articles of Association and the Companies Act 2006, which may not adequately protect minority shareholders or resolve a genuine deadlock.