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Alex J.
Alex J., Solicitor
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Experience:  Solicitors 2 years plus PQE
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I am a sole shareholder/director in a limited company. My partner

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I am a sole shareholder/director in a limited company. My partner (personal not business) who I live with is going to become involved in the company to help with accounts and administration and will become the company secretary. I want to make payment by dividends which requires her also becoming a shareholder. However have gone through a divorce in the last 5 years I only want to do this if there is a way to withdraw these shares in the event of a separation.
Please can you advise whether it is legal to include a clause in the shareholders agreement that I have the rights as the major shareholder to withdraw the shares issued. I know there a laws in place to protect the interests of shareholders and there are also different rights based on the percentage of shares issued, so if there is a threshold of shares that would make this possible, please can you advise on this also.
Submitted: 9 months ago.
Category: Law
Expert:  Alex J. replied 9 months ago.
Hi, Thank you for your question and welcome. My name is ***** ***** I will assist you. I am a company law expert. What you could do is create a different class of share that is redeemable at the option of the company and in its sole discretion. You would then have to vote at board level (director resolution) to decide when and if the company ever redeems them. Every other right would be the same as your shares, voting , rights to dividends etc. You would need to amend the articles of association to do this. I would still recommend having a shareholders agreement to ensure you have an understanding on how meetings are held and what matters can be decided with this individuals consent.The protection for any minority shareholder falls under S.994 of the Companies Act 2006 - protection against unfair prejudice. I would very much doubt this protection would be relevant, if she accepted the shares it would be on the basis that she knew they were redeemable and therefore could not claim the redeeming of the shares is unfairly prejudicial.How many shares will she hold? I would recommend it is less than 25%.Kind regards AJ
Alex J., Solicitor
Category: Law
Satisfied Customers: 3519
Experience: Solicitors 2 years plus PQE
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