Share transfer provisions—joint venture shareholders’ agreement
Share transfer provisions—joint venture shareholders’ agreement

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

  • Share transfer provisions—joint venture shareholders’ agreement

Insert the following as new definitions (if not already included) in the joint venture shareholders’ agreement:

Compulsory Transfer Event

  1. has the meaning given to it in the Articles;

Deed of Adherence

  1. means the deed of adherence to this Agreement in the form set out at Schedule [insert schedule number];

Defaulting Shareholder

  1. has the meaning given to it in clause 1.11;

Default Transfer Notice

  1. has the meaning given to it in the Articles;

[Loan Note Instrument

  1. means the loan note instrument in the agreed form created by the Company and executed at Completion;]

[Loan Notes

  1. means the £[insert amount] [insert rate]% [insert whether secured or unsecured] loan notes 20[insert year] of the Company to be constituted by the Loan Note Instrument and references to a Loan Note shall be construed accordingly;]

[Lock-in Period

  1. has the meaning given to it in clause 1.1;]

Non-Defaulting Shareholder

  1. has the meaning given to it in clause 1.11;

Insert the following as a new clause in the joint venture shareholders’ agreement:

    1. 1

      Transfer of Shares

      1. 1.1

        [Lock-in Period