Shareholders Agreement: start-up business single investor

When do I use this document?

• for the shareholders agreement between a single investor and the founders
• where the investment is being documented in a separate subscription agreement
• in conjunction with a Subscription Agreement and new Articles of Association 
• for Paper Rock’s associated Subscription Agreement and Articles of Association, see
  • Subscription Agreement – start up business single investor
  • Articles of Association – start-up business single investor
• for a private limited company incorporated in England and Wales 

What are the key features?

• full form shareholders agreement 
• 25 clauses and 4 schedules over 28 pages
• investor director: the investor’s entitlement to appoint a director
• board proceedings: how proceedings of the board will be conducted 
• information rights: investor’s rights to information about the company and its finances
• 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 from the investor
• 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 a combined Investment & Shareholders Agreement for a start-up business with a single investor, see

•  Investment and Shareholders Agreement – start up business single investor

For a standalone Shareholders Agreement for a start-up business with multiple investors, see

• Shareholders Agreement – start up business multiple investors

For standalone Shareholders Agreements for an established business, see

• Shareholders Agreement – established business single investor
• Shareholders Agreement – established business multiple investors