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Shareholders’ Agreements, LLP and Partnership Agreements

Shareholders’ Agreements, LLP and Partnership Agreements

At the start of a business, you and your business partner(s) may find yourselves in the honeymoon phase, agreeing on most matters, if not everything.

However, as time passes and challenges arise, whether financial or personal, you will encounter a minor or a major dispute.

Seeking early advice and establishing a Shareholders’ Agreement, Partnership Agreement or LLP Agreement can help to provide your business with a stable platform for long-term success. These agreements ensure that the shareholders/members or partners’ expectations regarding their investments are met and provide a point of reference for all parties as the relationship progresses.

We offer specialist advice tailored to your specific needs, safeguarding your interests whether you are a founder, investor, or being offered a stake in a business as part of an incentive package.

Shareholders and partners can, by way of a Shareholders’ Agreement, LLP Agreement or Partnership Agreement, as applicable, benefit greatly from putting in place a mechanism for dealing with future changes of circumstance.

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FAQs

Below are some questions that we are frequently asked by clients who require advice on Shareholders’ Agreements, LLP and Partnership Agreements Law.

A Shareholders’ Agreement is signed by all shareholders of a company limited by shares. The agreement governs the rights and obligations of the shareholders, including how the business will be run with regards to decision-making, paying out dividends, share transfers, future investment and exit.

A Shareholders’ Agreement potentially save you a significant amount in legal fees (sometimes in the hundreds of thousands of pounds) by including a clear process to follow in the event of a dispute, thus avoiding the stress and cost of court.

A Shareholders’ Agreement provides commercial certainty by ensuring you are in control of important company matters such as dividend policy, share transfers, and decisions requiring certain shareholders’ consent.

The very process of creating a Shareholders’ Agreement will encourage shareholders to engage in important discussions at the outset and ensure that everyone is on the same page.

A general partnership requires no formal documentation and can be established by two people (at a minimum) who decide to operate a business together with the aim of creating profit. Common drawbacks of a general partnership include the fact that it is governed by the Partnership Act 1890, which does not address issues like retirement and exit strategies. The Act also includes default provisions such as equal sharing of capital and profits, which may not suit your specific circumstances.

A general partnership does not have separate legal personality, which means you cannot enter contracts in the name of the partnership. Contracts can only be entered in the individual partners’ names, and the major disadvantage of this is that partners have personal liability for their actions or the actions of the other partner(s).

A written partnership agreement can override the provisions of the Partnership Act 1890 and include further provisions, such as how to deal with liabilities, thus ensuring that your business is run in the way that you want and that you are not caught out by unexpected provisions of current legislation.

An LLP is a partnership registered at Companies House and is similar to private limited companies in that it has a separate legal personality. This means you can enter contracts in the LLP’s name.

An LLP has no share capital, but the individual partners (called “members”) of the LLP can invest capital. The investment amounts and profit shares can be documented in an LLP agreement along with the terms relating to the partners’ rights and obligations in relation to the LLP.

Further to the above, the partners’ liability for debts is limited to the capital they have each invested in the LLP, so they avoid being personally liable for the LLP’s debts. 

If you need assistance with the review, preparation and implementation of a shareholders’ agreement, partnership agreement or LLP agreement, please contact our Business Law team.

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