Advice for Directors, Shareholders and Partners

Ownership arrangements and internal relationships

If your business has more than one owner then you need to consider the relationship between the partners or shareholders. It is best practice to put in place an agreement to regulate your relationship in order to clarify working practices and avoid disputes in the future.

Issues we can assist you with include

• Partnership Agreements (including limited liability partnership agreements (LLPs)
• Shareholders Agreements
• Joint Venture Agreements
• Bespoke Articles of Association

Company administration and meetings

The rules governing the management and operation of limited companies can often appear confusing and complex. Many companies can go for years without anybody questioning their procedures. However, it is often when disagreements arise or their owners want to sell or bring on a new investor that it becomes so important to be able to demonstrate that the correct procedures have been followed. Mistakes can be costly and difficult to rectify and have serious consequences for the directors, shareholders and the future of the business.

Our team can advise both on specific issues that may arise from time to time as well as providing training to help you to comply with general company law requirements. These include:  

• Appointment and removal of directors
• Issuing new shares and share options
• Share transfers
• Holding meetings and passing resolutions
• Maintaining the statutory registers (that all companies must keep by law)
• Amending and complying with the Memorandum and Articles of Association
• Company secretarial service
• Directors duties under the Companies Act 2006 and personal liability issues
• Companies House filing requirements

Shareholder and partner disputes

It is a sad fact of life that relationships between directors, shareholders and partners do sometimes turn sour. This can be the result of numerous factors including the poor performance of an individual, dishonesty, the tough economic climate or simply individuals wishing to take their lives and/or the business in difference directions. Unless dealt with swiftly and decisively such breakdowns in trust can lead to paralysis within the business and its eventual collapse.

We can assist with:

• Resolving the dispute amicably
• Negotiating a legally binding settlement
• Forced removal of directors
• Buying out one or more shareholders or partners
• Brining or defending:
• • Unfair prejudice actions ("section 994" actions under Companies Act 2006)
  • Winding up on just & equitable grounds
  • Claims for breach of directors duty