Shareholder resolution: pre-emption disapplication

Shareholder resolution to disapply statutory pre-emption rights for a company with a single class of shares.

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When do I use this document?

  • to disapply statutory pre-emption rights under the Companies Act 2006 for shares to be allotted by a company with a single class of share 

What are the key features?

  • shareholder written resolutions – single special resolution
  • special resolution to disapply statutory pre-emption rights generally on the issue of new shares by a company with a single class of share

What else do I need to know?

For more information about the directors’ authority to allot shares and shareholder pre-emption rights, see Issue of new shares.

When do I use this document?

  • for the assignment of IPR by a third party contractor to a company
  • as part of the closing documents in an investment transaction

What are the key features?

  • 8 clauses over 4 pages
  • in the form of a deed between the company and the assigning contractor
  • definitions of Developed IPR and Intellectual Property
  • assignment and further assurance provisions
  • warranties from the assigning contractor as to ownership of the Assigned IPR

What other documents are available?

For a Deed of Assignment of general intellectual property rights by a founder to a company, see

For a Deed of Assignment of registered and unregistered trade marks, see

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Updated by a lawyer on 14/08/2024

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