Directors & Shareholders Advice.
Our Corporate Team can advise Directors and Shareholders on Shareholder & Partnership Agreements, Wills & Future Planning and Lasting Powers of Attorney.
Every business is different.
We listen to you before sharing advice.
Our range of legal services to shareholders and directors can help you plan for the future and protect your business for years to come.
Shareholders and Partnership Agreements
When starting a business partnership, falling out with your partners won’t be at the forefront of your thoughts. Unfortunately though business relationships do fail. It’s at that point where having a robust shareholder or partnership agreement can pay dividends by providing certainty about what should happen next.
The Shareholder & Partnership agreements that we draft make it clear how each party is expected to act, what happens when someone decides to leave the business, voluntary or otherwise , as well as what happens on the death of a director or shareholder.
Knowing what is coming round the corner would certainly help, but life can be rather unpredictable. Planning and managing what lies ahead is a sensible approach to helping secure your families future.
With a broad depth of knowledge & the benefit of a single named point of contact our personal and sensitive approach delivers professional support tailored to suit your own circumstances. Good communication is integral to our Firm’s values. You’ll always receive guidance which is clear, practical and focused on protecting you and your family in the future.
A Lasting Power of Attorney is a legal document that allows you to give someone you trust the ability to make decisions on your behalf. Many people put off making a Lasting Power of Attorney because they think they are only relevant for older clients. However, none of us know when an accident or illness might occur that could leave us incapable, either mentally or physically, of managing our own affairs. No one has the legal right to look after your financial matters, or make decisions about your health and welfare, unless you have appointed them as your attorney.
Many business owners will not consider a Power of Attorney integral to the protection of their business and see it as an investment tool that is used for personal protection. However a Power of Attorney for business is crucial to ensure that your business is protected in the event of a sudden accident or illness which may leave you suddenly unable to deal with your business affairs.
Working With Our Service Team
Our approach is innovative, uncomplicated and always transparent so you know at all times what we are undertaking on your behalf and the costs involved.
- James Sage
If you have an enquiry in relation to a Corporate matter or simply want to speak to a member of our expert team, please get in touch.
Under the Companies Act 2006 the directors of a company agree to comply with certain directors duties. Director’s duties include a duty to act in the best interest of the company for the benefit of the members (shareholders) as a whole. In other words, the directors of a company must consider whether their actions will promote the success of the company for the benefit of its shareholders.
Strictly speaking, while a director cannot make decisions on behalf of a Shareholder a director can make decisions on behalf of the company which may affect a shareholder. However, when making decisions on behalf of the company a director must act in the best interest of a Company for the benefit of its members (shareholders) as a whole. If a shareholder disagrees with the decision of the directors of the company and is negatively impacted by that decision, then the affected shareholder may have a claim for unfair prejudice. Our commercial litigation team can advise on shareholder unfair prejudice claims.
It is common for the shareholders of a company to approve certain decisions of a company by passing an ordinary or special resolution. An ordinary resolution will pass if those shareholders who own 51% or more of the shares in a company approve the resolution, whereas a special resolution requires the owners of 75% of the company’s shares to approve resolution for it to pass.
Furthermore, companies with multiple classes of shares may attach certain rights to specific shares. For instance, the holder of A ordinary shares may have enhanced voting rights on ordinary or special resolutions. The holder of the B ordinary shares may have no voting rights and, therefore, no input on shareholder resolutions, but will have the right to receive a dividend (profits of the company).
This will ultimately depend on the nature of the dispute between the directors of the company. If the dispute negatively impacts the company then the shareholders may have the right to remove directors concerned from office. Shareholders who wish to remove a director from his or her office may also wish to obtain employment advice on the impact such removal may have on the contract of employment of the director(s) concerned.
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Stuart Rea handled our unusual and complex matter with professionalism. He understood what we wanted to achieve and gave us very clear guidance on our legal position - even though we did not necessarily want to hear the advice it was essential to our charity understanding our legal position and therefore making lawful decisions. He also worked to the very tight timescales that we needed.
David Preece gave us timely and relevant advice on a share purchase agreement: we needed the key risks and implications explaining to us and he did that in a clear and direct way. The service was good quality and good value. Would definitely use the firm again.
I used FBCMB for a business/commercial and found them to be helpful, professional and informative. Their costs were as quoted. I would recommend them and if I need their services in the future I would certainly use them again.
David Preece of FBC Manby Bowdler's Corporate Team could not have offered more support and understanding in the complicated process of buying multiple businesses. I received the peace of mind, step by step updates and complete support that helped the whole process complete smoothly and on time. FBC Manby Bowdler look after our entire legal business.
The knowledge and support we receive across all departments is exemplary and gives us the space we need to concentrate on our core strategy. Knowing that we have industry leading professionals available when we need them gives us the confidence and peace of mind we need to grow our business, whether that includes acquisitions, possible litigation, commercial matters or human resourcing considerations.
FBC Manby Bowdler have the experience and the approach which can fit any size of business. We look forward to continuing our partnership in the future.
Robin Breese-Davies (TED Group)