Investment and Shareholders Agreement: start-up business multiple investors
Combined investment and shareholders agreement for the investment by multiple investors in a start-up private limited company. The agreement covers the investment transaction and also acts as the shareholders agreement between the investors and the founders of the company.
Read more
When do I use this document?
- for an investment by multiple investors in a start up business
- as a combined subscription and shareholders agreement
- for short form warranties from the company and founders, reflecting the company’s start-up status
- in conjunction with new Articles of Association – for Paper Rock’s accompanying Articles of Association, see Articles of Association – start up business multiple investors
- for investment in a private limited company incorporated in England and Wales
What are the key features?
- full form investment/subscription and shareholders agreement (ISHA)
- 28 clauses and 5 schedules over 36 pages
- subscription: mechanism and terms for the subscription for shares by the investors
- completion: completion of the investment, including the issue of shares to the investors and payment by the investors
- warranties: warranties from the company and each founder
- limitations on liability: limitations on potential liability under the warranties of the company and the founders
- investor rights: exercisable by a majority of the investors
- investor director: investors’ entitlement to appoint a director
- board proceedings: how proceedings of the board will be conducted
- future share issues: pre-emption rights on the issue of new shares
- share transfers: rules governing the transfer of shares, including:
- pre-emption rights on share transfers
- compulsory transfer events, including founder good and bad leaver clauses
- tag-along and drag-along rights
- reserved matters: matters requiring prior approval of the investor majority
- information rights: investors’ rights to information about the company and its finances
- restrictive covenants: restrictions on the founders from competing with the company and soliciting the company’s customers, suppliers and employees
What other documents are available?
For separate documents consisting of a Subscription Agreement and Shareholders Agreement for investment by multiple investors in a start-up business, see
- Subscription Agreement – start up business multiple investors
- Shareholders Agreement – start up business multiple investors
For a combined Investment & Shareholders Agreement for a start-up business with a single investor, see
For combined Investment & Shareholders Agreements for an established business, see
When do I use this document?
- for the grant of both a put option and call option over shares in a private limited company
- so that both the buyer has an option to purchase the shares and the seller has an option to sell the shares
What are the key features?
- 24 clauses over 16 pages
- grant of the put and call options, with related definitions of option shares, exercise conditions and exercise periods
- put option exercise and form of exercise notice
- call option exercise and form of exercise notice
- mechanics for sale and purchase of option shares
- warranties and undertakings from the seller
What else do I need to know?
The principal matters which the parties to a put and call option agreement will need to negotiate include:
- option shares: the number of option shares
- exercise conditions: whether either option exercise is subject to satisfaction of any pre-conditions
- exercise periods: the time periods during which the seller may exercise the put option and the buyer may exercise the call option
- exercise price: the price payable for the shares
What other docs are available?
For alternative option agreements over shares, see:
£75.00 exc VAT
Updated by a lawyer on 12/09/2024
- Updated By a lawyer on
- Guidance notes included
- No hidden extras
- Easily customisable
Create your document in 3 Easy Steps
- Download
- Customise
- Share & Sign
PaperRock offers affordable, legal document templates, written by experienced and expert lawyers, trusted by businesses across the UK and beyond. No hidden charges or trial sign-ups are required to complete your document.
“I have worked in legal and business affairs for over 25 years and need access to a wide range of corporate and commercial legal precedents. Paperrock is a refreshing source of high-quality legal templates. Superb value for money.”
Amanda | Bannister Creative
£75.00 exc VAT
- Written by expert lawyers
- Quick to download
- Easy to customise
- No hidden extras
- free re-downloads
“It’s hard to find legal documents on the internet you can really trust. Knowing an expert lawyer has drafted what I need, gives my business the edge and gives me peace of mind.”
Elle, Founder | Winslow skincare & aesthetics.
“As an SME Paperrock saves us the legal fees we’ve previously had to spend. In these challenging times that's a big help. Great products and support.”
Giles, MD | Boniti Ltd.
