50 50 Shareholder Agreement Template for England and Wales

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Key Requirements PROMPT example:

50 50 Shareholder Agreement

"I need a 50/50 Shareholder Agreement for a new tech startup between myself and my co-founder, with specific provisions for deadlock resolution and a first right of refusal if either party wants to sell their shares in the future."

Document background
A 50/50 Shareholder Agreement is essential when two parties hold equal shares in a company governed by English and Welsh law. This document becomes particularly crucial as it provides a framework for managing potential deadlock situations and ensuring smooth business operations. The agreement typically includes provisions for decision-making, dispute resolution, share transfers, and exit strategies. It should be implemented at the company's formation or when the shareholding structure becomes equally split between two parties. The agreement helps prevent business paralysis and provides clear mechanisms for resolving disputes that may arise between the equal shareholders.
Suggested Sections

1. Parties: Identification and details of the shareholders entering the agreement

2. Background: Context of the agreement and company information

3. Definitions: Key terms used throughout the agreement

4. Share Ownership: Details of shareholding structure and share classes

5. Management and Decision Making: Procedures for company management and voting rights

6. Transfer of Shares: Rules and restrictions on share transfers

7. Deadlock Resolution: Procedures for resolving 50/50 shareholder disputes

Optional Sections

1. Non-Compete Provisions: Restrictions on competitive activities - use when shareholders may have competing business interests

2. Dividend Policy: Agreement on distribution of profits - use when specific dividend arrangements are required

3. Exit Provisions: Procedures for shareholder exit - use when specific exit mechanisms are needed

4. Tag-Along/Drag-Along Rights: Rights regarding sale to third parties - use when future sale possibilities need to be addressed

Suggested Schedules

1. Share Certificate: Copy of share certificates or share register

2. Company Information: Details of company registration and structure

3. Business Plan: Initial business plan and strategy

4. Valuation Methodology: Agreed methods for share valuation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
Industries

Companies Act 2006: Primary legislation governing company operations, including director duties, shareholder rights and obligations, company decision-making processes, and share transfer provisions

Financial Services and Markets Act 2000: Regulates financial promotions and investment protection measures relevant to shareholder agreements

Small Business, Enterprise and Employment Act 2015: Covers transparency requirements and corporate governance aspects for small businesses

Insolvency Act 1986: Contains provisions for company winding up and defines rights in case of insolvency

UK Corporate Governance Code: Provides best practice recommendations for company management and board structure

Contract Law: Fundamental principles governing contract formation, consideration, and enforceability

Employment Law: Relevant when shareholders are also employees and for director service agreements

Competition Law: Governs restrictive covenants and non-compete clauses in shareholder agreements

Data Protection Law (UK GDPR): Regulates the handling of personal data and privacy considerations within the agreement

Tax Law: Covers share transfer implications, dividend distributions, and capital gains considerations

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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