Expanding the business of a digital media companyDecember 2017
the CHALLENGEA start up in the digital media business approached our Business Lawyers, requesting that we assist them to put processes in place to allow them to operate smoothly and efficiently.
A tailored shareholders agreement drafted in conjunction with suitable articles of association sets out the framework for operation. It is often too late to leave the questions open until trouble is brewing.
how we helped
Drafting a shareholders agreementWe set up the equity structure for the company. We advised on the use of different classes of shares for founders and investors. Then we implemented bespoke articles of associations and a shareholders agreement.
Tailoring the shareholders agreementWe drafted a shareholders’ agreement for investors investing in the platform. The investors were concerned at the risk of the founders:
- Working on other projects unrelated to the business which, in turn, was likely to reduce the profitability of the business; and
- Setting up a competing business if they left the business in which the investors were investing.
To provide suitable comfort to the investors, we drafted a set of restrictive covenants prohibiting the founders from:
· Being able to work on any other business than the one the investors were investing in; and
· Setting up a new business in competition with the business the investors were investing. This was until a certain time frame had elapsed.
Director and shareholderWe advised an existing founder who was leaving the company on how to negotiate a good deal for the price received for his shares. We provided ideas on how the business could fund the buy back and cancellation of his shares tax efficiently via staging the payments.
Our work with the founders allowed them to reach amicable solutions regarding their everyday operation of the business. Our work with the investors provided the investors with sufficient comfort to invest in the company. Ultimately, the business’s profits expanding twofold with a year’s time.