A shareholder contract (SHA) is a contract between the shareholders of a company and often the company itself. A SHA defines shareholder rights and obligations, regulates the management of the company, ownership of shares, privileges, votes and various guarantees for shareholders. A SHA aims to set rules for shareholders to anticipate issues that may become controversial in the future. A complete anti-dilution click, a form of protection against economic dilution gives an investor the right to buy shares at the new lower price/value and offers the greatest protection to investors, but is the most restrictive when there will be several rounds of fundraising. Authorized transfers are often transfers of shares from an existing shareholder: to another existing shareholder; A company controlled by an existing shareholder or to the parent of an existing shareholder (e.g. B spouse, child, parent, spouse of such parent or trust formed for the benefit of an existing shareholder or his family). In this case, a “parent” can be defined to the extent or as closely as the shareholders wish or may be totally prohibited. As a general rule, a SHA contains clear language that, in the event of an authorized transfer, other shareholders (who do not transfer their shares) still need to obtain the agreement of a certain voting threshold. CP2 – conversion price immediately after cp1 shares are reissued – processing price just prior to the reissue of shares A – number of common shares, B – overall consideration of the company related to the new issue divided by CP1 C – number of newly issued shares In the event of a voluntary transfer, the selling shareholder must ensure that the terms of the offer to acquire its shares are extended to other shareholders in proportion to their respective shares. The rights of the tag along exist to protect minority shareholders, so that a majority shareholder, when it sells its shares, grants other shareholders the right to join the transaction. A share purchase agreement is itself a private document and it is not necessary to submit it to Companies House.