Always check that your company books are up to date! Every company should have company books which, amongst other things, contain the shareholder registers, often referred to as the “Register of Members”. The Register of Members sets out who the shareholders in the company are and contains precise details of all shareholdings. Until a shareholder is written up in the Register of Members, the shares will not be validly registered in their name. Accordingly, we recommend that you speak to a lawyer prior to the investment taking place so that they may check that the company books (including the Register of Members) are up to date.
The company books should also be crosschecked against the public records at Companies House to ensure consistency. Furthermore, it is worth stating that having a share certificate stating a shareholding is not the definitive indicator as to who holds the shares; what is important is what the Register of Members states. These are akin to the ‘title deeds’ of the Company. MBM Commercial can review your company books and assist with any updates to the Register of Members if required.
HELPFUL TIPS ON SEED INVESTMENT DEALS
EIS and SEIS - Tax Relief
Check Your Company Books Are Up To Date
Use Heads of Agreement for Main Deal Terms
Share Capital Table and Dilution
Agree the Process and Documents to be Used
Choose an Appropriate Adviser
Dealing with Indebtedness
Updating the Company’s Records Post-Investment
Document Indexing and Signing Requirements
Scots Law or English Law
Read our briefing note on how to run an early stage seed investmentDownload
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