Shareholder services

• Key contacts
• Case studies
• FWJ takeaway

Supportive and friendly with partner-led involvement, I would recommend Francis Wilks & Jones to anyone facing a similar situation.

A shareholder who turned to us after discovering that his co-shareholder was profiting well from their business while he was being paid a pittance. We helped him find a way out of the business by selling his shares

Services for shareholders and members

Our shareholder services team regularly helps shareholders with the following:

Shareholder disputes

Shareholder disputes can be an unfortunate fact of business life. But dealt with properly, they can often be resolved with minimum expense and maximum return.

Our professional team provides shareholder dispute advice on the following:

• deadlock situations between shareholders
• family businesses disputes and succession issues
• disputes with directors / management including – failure to pay dividends; director mismanagement, breaches of director fiduciary duties, general abuse of position by directors; excessive pay by directors; rights issues and dilution of shareholdings; being frozen out of management; directors setting up competing companies; fraud and removal of assets; unauthorised alterations to the company register
• unfair prejudice against minority shareholders
• disputes arising from divorce situations
• issues with sleeping partners
• issues with company insolvency situations

Shareholder rights and remedies

If you do have a dispute or an issue to resolve – it is then vital to understand what rights and remedies are available to solve that issue. Our brilliant team has huge experience in the following areas:

• removal of directors by shareholders
• how to make the best use of an AGM
• exiting on the best possible terms – selling of shares at a proper market valuation and ensuring a structured exit
• using shareholder powers to control management
• deal with unfair prejudice claims by – asking the court to order purchase shares at market value; allowing a shareholder to start a s221 derivative claim; making a claim for wrongful dismissal against a minority shareholder director / employee; making sure the company articles cannot be altered without court permission; applying to court for an injunction to stop unauthorised action; dealing with director loan account issues and abuse
• dealing with s.994 just & equitable winding up petitions
• enforcement of pre-emption rights
• helping clients by using our general alternative dispute resolution, mediation and negotiation skills

Reducing risk for shareholders

Our team also provides advice generally to shareholders about reducing risk – always looking to protect their position as much as possible. We can advise on the following:

• having a properly drafted shareholder agreement
• explaining different share classifications and rights attached to shares
• understanding common areas of dispute between shareholders and management/ directors – and how best to avoid them
• how to deal with insolvency situations
• how best to protect yourself as a minority shareholder
• making sure company record taking is done properly
• having access to other non legal professional advice if needed
• making sure you get proper value on sale
• how best to deal with sleeping partners

Reducing risk, especially in the current economic climate can be hugely important. Dealt with properly, it can avoid significant loss of time, stress and expense later on.

Shareholder agreements

A properly drafted shareholder agreement can be worth its weight in gold. It can help give clarity on

• how the business is run and the roles & responsibilities of key individuals
• removing an unwanted director and dealing with management problems
• profit shares, remuneration and pay
• resolving disputes
• share sales and share valuations
• share classifications and voting rights
• departure terms including post departure restrictions

We can help draft an agreement which is right for your business. Or amend / update an existing agreement if the situation in the business has moved on.

Whatever your needs, our team is here to help. Call us today and we can assist.

Francis Wilks & Jones were responsive, available at all times to deal with any of my queries and very reassuring. I would definitely recommend them to deal with proceedings brought on behalf of shareholders – they understood our practical needs.

A shareholder we helped bring unfair prejudice proceedings against a fellow shareholder who had been interfering with the management of the company and damaging its value