A minority shareholder is not without protection simply because they lack a controlling stake. The Companies Act 2017 provides certain rights independent of any shareholders’ agreement.
Information rights
- Access to the company’s statutory registers
- Receipt of financial statements and notice of general meetings
- The right to inspect certain company records, subject to the procedure set out in the Act
Voting and meeting rights
- The right to attend and vote at general meetings in proportion to shareholding
- In some circumstances, the right to requisition a meeting where a shareholder holds the required minimum shareholding
- Voting on matters reserved for shareholder approval under the Act
Remedial rights
Where these rights are denied, or where oppression or mismanagement is present, a minority shareholder can seek relief through the mechanisms the Companies Act provides, rather than being limited to whatever remedy a shareholders’ agreement happens to offer.
What to do next
If you believe your rights as a shareholder are being denied, document specifically what has been withheld or refused, and when, before pursuing a remedy.