When might a shareholders operational services agreement be required?

A corporate shareholder may agree to provide certain operational services to a company in which the shareholder has made an investment, perhaps as a joint venture. The company itself does not have the necessary resources and infrastructure for certain operational and administrative matters. Operational services which a shareholder might provide include the following: office facilities: desk space, meeting room and ancillary services IT: computer maintenance and support, exchange server products and services, website hosting and maintenance accounting: preparation of management accounts and assistance with annual statutory accounts preparation tax: assistance with the company’s tax filings and compliance personnel: assistance with payroll, recruitment and HR related matters insurance: participation in group insurance arrangements Some of the services may be provided by the shareholder itself through its own resources or provided by third parties as part of the shareholder’s supply arrangements.

Shareholder operational services agreement template

Name: Shareholder Operational Service Level Agreement Template
SKU: SHA007.001
Price: 45.00 GBP
Availability: InStock

Agreement for a shareholder to provide operational and administrative services to a company, often used where a joint venture company will, for efficiency reasons, use the resources and infrastructure of one of its shareholders.

for a services agreement between a shareholder and a joint venture company
for a range of services, including office facilities, IT support and accounting, tax and HR services
for a JV company which is a private limited company incorporated in England and Wales

What are the key features?

23 clauses and one schedule over 13 pages
range of services to be provided, to be adapted to suit the circumstances
fees and third party costs to be paid to the service provider
limitations of liability for the service provider
termination provisions, including the service provider ceasing to be a shareholder in the company

When do I use a shareholder operational services agreement?

A corporate shareholder may agree to provide operational and support services to a company, often as part of a joint venture. The company itself lacks the necessary resources and infrastructure required the operational and administrative tasks and roles.

Operational services that a shareholder may offer include:

office facilities: desk space, meeting room and associated services
IT: computer maintenance and support, exchange server products and services, website hosting and maintenance
accounting: preparation of management accounts and assistance with annual statutory accounts preparation
tax: assistance with the company’s tax filings and compliance
personnel: support with payroll, recruitment and HR related matters
insurance: participation in group insurance schemes and policies

The services may be provided by the shareholder itself through its own resources or by third party providers, often as part of the shareholder’s own services requirements.

Description

When do I use this document?

if a shareholder has lost its original share certificate or it has been destroyed
if applicable, alongside a transfer of the shares covered by the lost or destroyed original certificate

What are the key features?

different forms of indemnity, depending on whether the shareholder is also transferring shares
alternative forms of indemnity, depending on whether the shareholder is an individual or a company

What else do I need to know?

What is a share certificate?

A share certificate is a document evidencing ownership of shares in a company. By law, shareholders are entitled to receive this certificate when they acquire shares, either through allotment or transfer.

What happens if a share certificate is lost or destroyed?

If a shareholder loses or destroys their certificate, they can ask the company for a replacement. To safeguard itself, the company will usually require a lost share certificate indemnity. This is a legal undertaking under which the shareholder agrees to cover any losses the company might face by issuing the replacement.

What risks does the indemnity protect against?

The indemnity protects the company from risks such as:

Duplicate Claims: If the original certificate reappears, someone else might claim ownership, causing disputes or financial loss.
Fraudulent Claims: A person could falsely claim to have lost the certificate and misuse the replacement, for example, by attempting to sell the shares unlawfully.
Administrative Errors: Mistakes in issuing a replacement or registering a transfer without the original certificate could lead to legal administrative errors.
Legal Liability: If a replacement certificate or transfer is improperly handled, the company might be held responsible for resulting losses.

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

£45.00 exc VAT

Updated by a lawyer on 21/07/2025

Updated By a lawyer on 03/13/2023

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Shareholder operational services agreement template