Board minutes: share purchase target

When do I use this document?

• for a company with a controlling majority (more than 50%) shareholder and one or more minority (less than 50%) shareholders
• as a preliminary step prior to preparing the Shareholders Agreement
• as a checklist to record the agreed position on the principal terms
• to save time and future discussion and negotiation on the Shareholders Agreement itself
• in conjunction with Paper Rock’s template majority/minority Shareholders Agreement, see Shareholders Agreement: majority/minority shareholders
• for a private limited company incorporated in England and Wales

What are the key features?

• clear and easy to complete checklist of non-legally binding terms
• table format with explanatory commentary on points and alternative options for consideration and discussion
• checklist covering matters including:
  • shareholders
  • business of the company
  • shareholder roles and services
  • shareholdings
  • funding, including initial and further funding
  • director appointment rights and board decision-making
  • shareholder decision-making
  • matters requiring prior approval of specified shareholders (reserved matters)
  • issue of additional shares
  • rules and restrictions on the transfer of shares
  • shareholder rights to information
  • deadlock resolution
  • shareholder restrictive covenants

What other documents are available?

For a Shareholders Agreement checklist for a company with equal (50/50) shareholdings, see

• Shareholders Agreement checklist: equal 50/50 shareholders