Finance provisions—joint venture shareholders’ agreement
Finance provisions—joint venture shareholders’ agreement

The following Corporate guidance note provides comprehensive and up to date legal information covering:

  • Finance provisions—joint venture shareholders’ agreement
  • ALTERNATIVE 1: PROVISION FOR FUTURE LOANS BY SHAREHOLDERS
  • ALTERNATIVE 2: PROVISION FOR GUARANTEES BY SHAREHOLDERS
  • ALTERNATIVE 3: PROVISION FOR SUBSCRIPTION FOR ADDITIONAL SHARES BY SHAREHOLDERS

ALTERNATIVE 1: PROVISION FOR FUTURE LOANS BY SHAREHOLDERS

Clause 1

Insert a new definition as follows (if not already included):

Respective Proportion means, in relation to a Shareholder, the proportion which the number of Shares held by that Shareholder bears to the total number of issued Shares of the Company;

Replace clause 9.3 with the following new clauses 9.3 and 9.4:

9.3 In the event that, at any time during the term of this Agreement, any such borrowings are not available or do not satisfy the working capital requirements of the Company as determined by the Board, each of the Shareholders, when requested from time to time, lend to the Company its Respective Proportion of the amount specified by the Board on the terms set out in clause 9.4 provided that:

9.3.1 the maximum principal amount which the Shareholders shall be required to lend under this Agreement (when aggregated with the principal amount of all other loans made by the Shareholders to the Company and still outstanding) is £[insert amount];

9.3.2 each Shareholder’s obligation to lend pursuant to this clause 9.3 shall be conditional upon the other Shareholder simultaneously fulfilling its obligation pursuant to that clause; and

9.3.3 each Shareholder’s obligation to lend pursuant to this clause 9.3 shall automatically