Shareholder Agreement Templates

When setting up a business with partners or bringing in new investors, it is essential to have a clear and legally binding agreement that defines the rights and responsibilities of shareholders. A shareholders agreement helps establish ownership structure, decision-making authority, dispute resolution mechanisms, and business continuity plans, ensuring transparency and legal protection for all parties involved.

Why use a Shareholder Agreement?

A well-drafted shareholders agreement clarifies shareholder obligations and protects business interests. It helps outline how shares are issued or transferred, the balance of power between majority and minority shareholders, and procedures in the event of a shareholder’s death or incapacity.

Each solicitor-drafted Shareholder Agreement template in this collection is fully compliant with the Companies Act 2006, providing legally sound agreements tailored to different business structures.

Choosing the Right Shareholder Agreement

To help with this selection and prepare a shareholder agreement please also download:

The Shareholders’ Notes and Comparison Note which provides a matrix to enable you to evaluate which agreement template best fits your needs
The Shareholders’ Agreement Notes which provides detailed explanations of the issues typically covered in shareholder and joint venture arrangements
The Shareholders’ Agreement Checklist which is a practical tool for collecting all relevant company and shareholder information before you begin drafting or customising your agreement

This selection is broadly drafted into two main categories:

Shareholder Agreements - New Share Issue

New Issue Basic Shareholder Agreement - A simple, easy-to-use agreement for companies issuing new shares. It covers essential governance, shareholder rights, and share transfer terms.
Best for: Start-ups or small businesses issuing shares to new investors.
New Issue Standard Shareholder Agreement - A mid-level agreement offering balanced protection for all shareholders. Includes voting, management, dispute resolution, and transfer provisions.
Best for: SMEs with multiple active shareholders.
New Share Issue Good/Bad Leaver Shareholder Agreement - Adds clear Good Leaver/Bad Leaver clauses defining what happens when a shareholder leaves the company, protecting both the company and other investors.
Best for: Companies with key employees or investor-shareholders.
New Share Issue Majority Bias Shareholder Agreement - Comprehensive, long-form agreement designed to favour the majority shareholder. Covers management control, decision rights, and dispute resolution.
Best for: Majority-owned private companies or founder-led businesses.
New Share Issue Minority Bias Shareholder Agreement - A detailed long-form template protecting minority shareholders’ rights, including veto powers and enhanced information access.
Best for: Investors seeking equal protection in new share issues.

Shareholder Agreements – No Share Issue

No Share Issue Basic Shareholder Agreement - Simple agreement covering existing shareholders’ rights and governance, without issuing new shares.
Best for: Small or family-owned businesses with stable ownership.
No Share Issue Standard Shareholder Agreement - Comprehensive agreement with balanced rights and detailed management, voting, and transfer provisions.
Best for: Established companies formalising existing shareholder relationships.
No Share Issue Good/Bad Leaver Shareholder Agreement - Adds good/bad leaver clauses for handling shareholder exits, buy-backs, and share valuation without issuing new shares.
Best for: Companies managing potential shareholder departures.
No Share Issue Majority Bias Shareholder Agreement - Detailed long-form agreement favouring majority shareholders, giving control over strategic decisions and governance.
Best for: Majority-controlled companies.
No Share Issue Minority Bias Shareholder Agreement - Long-form version offering robust protection for minority shareholders, with rights over major decisions and fair treatment provisions.
Best for: Minority investors seeking safeguards in established firms.
Revised Family Transfer Provisions Shareholder Agreement - Focuses on updated or alternative share-transfer, pre-emption, drag/tag-along, and exit rights. Offers greater flexibility for dynamic ownership structures.
Best for: Companies with complex ownership or transfer requirements.

The selection of Shareholder Agreement templates provides for different business situations from new investors joining, providing for key staff with shares, majority owned companies, minority investor protection, established shareholders with no new capital, and complex transfer requirements. Selecting the best fit for your purpose will save time and reduce editing requirements. To complete the tailoring of your agreement Optional Clauses are also available to download.

Why Use Simply-Docs Shareholder Agreement Templates

When you’re setting up or regulating a company’s ownership structure, choosing the right shareholder agreement is a critical step. Simply-Docs’ suite of shareholder agreement templates offers a robust, practical solution for UK private limited companies. Below are the key benefits these templates bring:

✅ Professionally Drafted & UK Law Compliant

Every template has been drafted or updated to reflect current UK company law, including the Companies Act 2006 and relevant case law.

✅ Tailored to Different Scenarios

Rather than a “one-size-fits-all” document, Simply-Docs offers multiple templates so you can choose the version that fits your structure and ownership dynamic, rather than adapting a generic form.

✅ Time- and Cost-Efficient

Using a pre-drafted, solicitor-written template significantly reduces the time required compared to drafting from scratch.

✅ Customisable & Editable

The templates are provided in open format (e.g., Microsoft Word), so you can tailor them to your specific circumstances (share classes, rights, exit mechanisms, etc.).

✅ Access to Supporting Documents & Guidance

Simply-Docs also offers an extensive range of complementary resources. Not just this selection of Shareholder Agreement Templates and the additional Shareholder Document Templates that support the main templates., but also all the documents within Corporate.

This means you’re not just getting a single download but a full support package for managing corporate transactions, relationships and governance.

Shareholder Agreement Templates is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.

Frequently Asked Questions

Which shareholder agreement do we need when bringing in a new investor? +

Use one of the New Share Issue templates, which combine the subscription for new shares with the ongoing shareholder terms in one agreement. Choose Basic for a simple start up round, Standard for balanced protection among several active shareholders, the Good/Bad Leaver version where shareholders are also key staff, or the long form Majority or Minority Bias versions where one side needs stronger protection. The comparison notes help you pick.

What is a good leaver bad leaver clause and do we need one? +

It sets what happens to a shareholder's shares when they stop working in the business: a good leaver (for example retirement or ill health) typically gets fair value, while a bad leaver (for example dismissal for cause or breach) may get a lower price or lose the shares. If any shareholder is also an employee or director, you need one, because exits are where value disputes start. Simply-Docs offers Good/Bad Leaver versions in both template families.

Majority bias or minority bias, which version protects us? +

Pick the version matching your position. The Majority Bias agreements give the controlling shareholder command of management, decision rights and dispute outcomes, suiting founder led companies. The Minority Bias agreements protect smaller holders with veto rights over reserved matters, enhanced information access and fair treatment provisions, suiting incoming investors. Both exist in New Share Issue and No Share Issue forms. If both sides have similar power, the balanced Standard agreement is usually the better base.

No new shares are being issued, we just want to formalise things between existing shareholders. Which template? +

Use the No Share Issue family. The Basic version suits small or family companies with stable ownership, the Standard version adds detailed management, voting and transfer provisions for established companies, and the Good/Bad Leaver, Majority Bias and Minority Bias variants cover the same needs as their New Share Issue equivalents. For complex or family transfer arrangements, the Revised Family Transfer Provisions agreement offers alternative pre-emption, drag along, tag along and exit rights.

Can a shareholders' agreement stop a shareholder selling their shares to an outsider? +

Yes, through transfer restrictions. Pre-emption provisions require shares to be offered to existing shareholders first, consent requirements can bar transfers without approval, and drag along and tag along rights control what happens on a sale of the company. These are contractual terms, so they bind the parties who sign, and matching provisions are often put in the articles so they bind at company law too. The Simply-Docs agreements include transfer provisions, with optional clauses for drag and tag along.

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