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By: Sean FitzGerald, Geraldine Caulfield

ISBN13: 9780414115750
Published: June 2025
Publisher: Sweet & Maxwell Ltd
Country of Publication: UK
Format: Hardback

Description:  

Shareholders’ Agreements provides practical guidance on the nature and effect of shareholders’ agreements and articles of association. The new edition has been substantially updated to provide more practical guidance on drafting shareholders’ agreements and other related documentation through the use of detailed drafting notes. The title includes precedents, articles of association for private companies limited by shares.

Key Features:

Offers in-depth analysis on the key components of shareholders’ agreements and articles of association, enabling you to draft these documents with confidence
Analyses the elements of joint ventures and property joint ventures so you are aware of the possible structures and have the tools you need to draft the relevant documents
Provides information on taxation considerations in relation to this area
Reflects recent changes in market practice in private equity transactions
Covers the theory behind partnership structures
Explains boilerplate provisions
Offers expert commentary on option agreements and warrants with detailed drafting notes, so you can draft these types of agreements and are aware of the key issues
Provides digital access to the precedent content for easy drafting
New to the 9th edition:

Precedents and related commentary revised and updated to take account of recent changes and current practice and thinking (particularly Shareholders and Investment Agreements and related Articles)
Additional optional provisions for use with the main precedent documents
New precedent (a Purchase of Own Shares Agreement) analysed fully alongside a Put and Call Option Agreement
New Appendix highlighting key differences between Table A and the Private Model Articles

Subjects:
Commercial Law, Company Law

Contents:
PART 1 – THEORY
1. Shareholders’ Agreements and Articles of Association – The Law
2. Directors’ Duties
3. Partnership Structures
4. Taxation
PART 2 – COMMENTARY
5. Shareholders’ Agreements – Precedent Commentary
6. Articles of Association - Precedent Commentary
7. Private Equity Investment Agreement – Precedent Commentary
8. Private Equity Articles – Precedent Commentary
9. Joint Venture – Precedent Commentary
10. Joint Venture Articles of Association – Precedent Commentary
11. Joint Venture LLP Members’ Agreement – Precedent Commentary
12. Pull and Call Option Agreement and Purchase of Own Shares Agreement – Precedent Commentary
13. Warrant Instrument – Precedent Commentary
14. Optional Provisions
15. Boilerplate Commentary
PART 3 – PRECEDENTS
Precedent A Shareholders’ Agreement
Precedent B Articles of Association
Precedent C Private Equity Investment Agreement
Precedent D Private Equity Articles of Association
Precedent E Joint Venture Agreement
Precedent F Joint Venture Articles of Association
Precedent G Joint Venture LLP Members’ Agreement
Precedent H1 Put and Call Option Agreement
Precedent H2 Agreement for the Purchase of Own Shares
Precedent I Warrant Instrument
Appendices
Appendix 1 Model Articles for Private Companies Limited by Shares
Appendix 2 Model Articles for Public Companies

Why Buy This Book?

This 9th edition of Shareholders’ Agreements is the definitive resource for corporate and commercial lawyers. It provides detailed drafting notes, updated precedents, and practical guidance on shareholders’ agreements, articles of association, joint ventures, private equity transactions, and option agreements. With expert commentary and digital access to precedents, it equips practitioners to draft confidently, save time, and ensure accuracy in complex transactions.

Keywords:

shareholders agreements, articles of association, joint ventures, private equity law, corporate governance, directors duties, company law UK, business law, legal precedents, partnership structures

Target Audience:

corporate lawyers, commercial lawyers, company directors, in-house counsel, law firms, legal academics, private equity professionals, business advisors, joint venture consultants, postgraduate law students

Genre:

Law, Commercial Law, Company Law, Corporate Law, Legal Practice

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