Articles of Association: pre-emption (share allotment)

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This document is a standard paragraph for inclusion in the Articles of Association of a company to provide for pre-emption rights on the allotment of new shares.

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Articles of Association: pre-emption (share allotment)

Standard Article comprising pre-emption rights on the allotment of new shares.

Background

What are pre-emption rights on the allotment of new shares?

Pre-emption rights give existing shareholders first refusal on an issue of new shares – the new shares must be offered to existing shareholders before they can be taken up by new investors or shareholders.

About this document

This document is a standard paragraph for inclusion in the Articles of Association of a company to provide for pre-emption rights on the allotment of new shares.

Document features

  • pre-emption rights offer and acceptance process
  • provision for pre-emptive rights to be disapplied with the consent of either a specified investor or the holders of not less than 75% of all of the shares in issue
  • allowance for grant of options and allotment of shares under an employee share scheme
  • requirement for adherence to any Shareholders Agreement
  • ITEPA election wording for shares allotted to directors/employees

Explanatory guidance

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