Our Share Issue service is suitable for companies incorporated in the UK.
You may wish to issue new shares in exchange for new investment in your company, to reward key employees, in association with the appointment of a new director, following the creation of new or multiple share classes or on the re-designation of shares from one class to another.
The issue of shares is regulated by the Articles of Association of a company, company law (in particular the Companies Act 2006) and any Shareholders Agreement entered into by the relevant shareholders.
If you are intending to issue shares in one of these or any other circumstance our Share Issue service can assist you by:
- Reviewing your company’s Articles and any Shareholders Agreement as appropriate.
- Providing advice on your best course of action.
- Drafting appropriate application letters, directors and shareholders resolutions to approve the allotment of shares and to waive any pre-emption rights of existing shareholders.
- Preparing new Share Certificates.
- Making all necessary filings at Companies House.
We will provide you with a fixed quotation for preparing all of the necessary documentation.
SHARE ISSUE SERVICE
SHARE ISSUES EXPLAINED
On incorporation the only shares in issue will be those subscribed by the founders of the company (the subscribers).
During its life a company may wish to issue new shares for many different reasons such as to reflect a new investment in the company, to reward key employees, in association with a new director being appointed, following the creation of new or multiple share classes or the re-designation of shares from one class to another.
Generally ordinary shareholders of a company have a pre-emption right in relation to the issue of new shares. This means that in most circumstances any existing ordinary shareholders must first be offered any new shares issued by a company pro-rata to their existing shareholding.
Varying the pre-emption right
The pre-emption right can be varied in the Articles of Association of the company and the directors might be given power by the Articles or members’ special resolution to allot shares as if this pre-emption right did not apply. Existing shareholders can also waive this right if they choose to do so.
The pre-emption right does not apply to bonus shares, an issue of shares for non cash consideration or an issue of shares to be held under an employee share scheme.
If a Shareholders Agreement exists this may also restrict the issue of shares.
Do I need help to issue new shares?
If you are considering issuing new shares in your company then you will need to consider the circumstances in which you can do so, to whom shares can be issued and whether any pre-emption rights need to be waived or varied in order to accommodate this.
We can provide you with a fixed quotation for preparing all of the necessary documentation.