Shareholder Agreement Before Incorporation
Exclusive: the commitment of shareholders to concentrate their activities and all their efforts on the development of the company without having any other activity, unless the agreement confirms it. Each shareholder must sign the shareholder contract. In addition, a representative of the company should sign. Mediation is a process in which a neutral third party, the Mediator, assists the parties to the conflict in negotiating an agreement on the issue of conflict. Arbitration is a procedure by which the parties to the dispute submit their dispute to an agreed neutral third party who, after hearing from both parties, will decide the resolution of the problem. The limitation of persons who can inherit or buy shares in a limited company protects each shareholder. They do not want the original shareholders to discover that an external entity has entered and purchased shares for the sole purpose of ravaging existing shareholders. For example, if the business is a family business, the restrictions that can acquire or inherit shares become very important. If you want to make sure the business stays in the family, you need to provide opportunities in a shareholder contract. This type of agreement is optional and precisely indicates the right of shareholders, its obligations to the company and the relationship between them. Although the 2006 Act and the statutes cover these issues to some extent, a shareholders` pact defines the specific obligations and rights of a shareholder which, to a large extent, are not covered by the statutes. Companies are not legally required to have a shareholder pact and some choose to include operational details in their statutes. Unlike the statutes, which are a public document, the shareholder contract is a private contract between shareholders that should not be filed with the companies.
Normally, you should immediately respect a shareholder contract as soon as your business is created and the first shares are issued. It is the most ideal approach to protect the interests and rights of the original members and all those who join the company after its creation, regardless of the value of their participation in the company. Don`t make the mistake of thinking that all things will continue to be in order simply because you create business with family, people with whom you currently have a wonderful relationship or friends. Yes and no. It is not legally mandatory for limited companies to have such an agreement or to file such a document with The Companies House. Nevertheless, this is something that needs to be carefully considered when a company`s shareholders are more than one. It is particularly necessary when the shares of the company`s shareholders are not the same. The option to terminate the agreement if all shareholders decide that it is best for the company should only be available if the company is closely managed, which means that there are few shareholders and that they have a positive working relationship. Otherwise, only a counter-singing vote on the end of the agreement will prevent the conclusion of the agreement. When a shareholder acquires shares, the shareholder increases his equity in the company. When a shareholder grants a shareholder loan to the company, it is a personal debt that the company owes to the shareholder, as if both were individuals. The debt must be repaid, but it does not increase the company`s equity.
Establish rules about what happens when a particular shareholder fails to meet its obligations to the company.