Standard Shareholder Agreement – New Share Issue

The Standard Shareholder Agreement – New Share Issue is a comprehensive legal template designed for private limited companies bringing in new investors by issuing fresh shares. It formalises the relationship between existing and incoming shareholders, setting out their rights, responsibilities, and decision-making powers while protecting the company’s long-term stability.

It is part of Simply-Docs’ range of Shareholder Agreement Templates, which cater for both new share issue and no share issue situations, with standard, long-form, Minority/Majority versions and Good/Bad Leaver versions available for more complex ownership structures.

How Simply-Docs Helps You Prepare and Choose

Before completing this agreement, you can use these complementary resources to ensure accuracy and suitability:

• Shareholders’ Agreement Notes – Explains key clauses, shareholder rights, and governance considerations.
• Shareholders’ Agreement Checklist – Helps gather the information needed to complete the agreement correctly.
• Which Shareholder Agreement? – Outlines differences between Basic, Standard, and Long-Form agreements so you can select the right template for your company.

These tools help ensure you chose the most appropriate agreement to suit your company’s structure, maintaining comprehensive and legal consistency.

Why Choose the Standard Version

This version offers a balanced middle ground between simplicity and legal depth. It is suitable where:

• Multiple shareholders or investors require clearer structure and safeguards.
• The company seeks to attract outside funding while retaining founder control.
• A robust governance framework is needed to reduce risk of disputes or deadlock.
• The business wants to future-proof against share transfers or director changes.

For smaller or simpler shareholdings, the Basic version may be sufficient: For complex or high-value arrangements, the Long-Form Shareholder Agreement Majority or Minority Bias offer further protection and provides for detailed pre-emption provisions.

The Standard Shareholder Agreement builds on the basic version and includes additional provisions such as:

• detailed rules on board meetings, access to accounts, business plans, and management accounts
• representations on each party’s ability to validly make the Agreement 
• includes detailed post-termination restrictions in respect of confidentiality and non-compete
• comprehensive list of reserved matters divided into unanimous and 75% consent items
• greater coverage of shareholder loans, bank borrowing, and loan notes/debentures
• provides for a minimum dividend percentage from profits

This Standard Shareholder Agreement - New Share Issue is intended to be used by shareholders of a Company which has only recently been incorporated or purchased “off the shelf” at the time of its execution. It provides for the immediate issue of new shares. It is well suited to family companies. 

How to Use this Template?

In addition to the help provided above this agreement provides (at the front) a set of specific guidance notes to assist in tailoring the template. These guidance notes do not form part of the agreement and should be removed before the agreement is used.

This Shareholder Agreement is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.

Square brackets are used to denote optional words and phrases or an either/or choice. If the wording is required, the pair of square brackets should be deleted. If the wording is not required, then the pair of square brackets and the wording in between should be deleted.

Whilst this New Share Issue Standard Shareholder Agreement (UK) is comprehensive within its' designed application particular circumstances may require additional clauses. Simply-Docs also provides a range of Shareholder Agreement Optional Clauses such as deadlock provision and a shareholder employee dismissal clause.

Additional Template Recommendation(s)

It is recommended that companies use one of the Simply-docs Articles of Association with this Shareholder Agreement. Where other Articles are incorporated caution should be taken for inconsistencies between the two documents. Clause 19 of this agreement provides that the Shareholder Agreement will prevail over the Articles in the event of an inconsistency but inconsistencies should nevertheless be avoided because claims for breach of a Shareholders’ Agreement are subject to different rules to claims for a breach of the Articles.

Standard Shareholder Agreement – New Share Issue is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.