Without a shareholders' agreement, rights and obligations will be governed by the Companies Act 2006 and the default constitutional rules. For companies incorporated on or after 1 October 2009, the default constitutional rules are known as the "Model Articles".
A shareholder agreement, on the other hand, is optional.
Without a Shareholders Agreement, the relationship between shareholders would be governed by the by-laws of the company, and the company's articles of incorporation. The by-laws are typically prepared as part of the company's minute book after the company's articles of incorporation are issued.
Drafting shareholder agreements without expert advice could put you at risk of including provisions which may be deemed by a court as invalid.
What happens with no shareholders' agreement? With no shareholders' agreement, both the company as a whole and individual shareholders could be exposed to unresolvable future conflict. Without an agreement to clarify the legal standpoint of each party, if a dispute occurs, a deadlock situation could occur.
No notarization or filing of a shareholders' agreement is required.
Although you don't have to hire a lawyer, you should. Entering into a legally binding agreement isn't something you should take lightly. Signing a document without fully comprehending the terms or your rights is dangerous. It can lead to significant unintended consequences and time-consuming legal battles.
Without a shareholders' agreement, rights and obligations will be governed by the Companies Act 2006 and the default constitutional rules. For companies incorporated on or after 1 October 2009, the default constitutional rules are known as the "Model Articles".
Many people wonder whether it is possible to write their own shareholders' agreement or whether a solicitor is required. We believe that it is quite possible to draw it yourself, provided that you use a good template as a basis (such as our own).