Corporate and shareholder matters

Disagreements between shareholders or directors usually turn on three documents: the articles, any shareholders' agreement and the Companies Act 2006. I help owners and directors of private companies understand their rights and duties and find a workable way through a dispute.

Last reviewed 26 October 2026 by Sadik Bugra Isler

What this covers

Most private companies run smoothly until the owners disagree. When they do, the questions are usually practical: who can make which decisions, whether someone can be removed or bought out, what information a shareholder is entitled to, and what directors must and must not do.

The answers are found in the company's articles of association, any shareholders' agreement and the Companies Act 2006. I help you read those documents together, identify your realistic options and pursue the one that makes commercial sense.

Who I help

  • Shareholders in private limited companies, including minority shareholders.
  • Directors who need to understand their duties or are in conflict with fellow directors.
  • Owner-managed businesses where the founders have fallen out.
  • Companies that need advice on their own rights and obligations in a dispute with a shareholder or director.

I act for one party in any dispute. Where several shareholders or directors are involved, I will carry out a conflict check and explain whom I can and cannot act for before going further.

What is included

  • Advice on the articles of association and shareholders' agreements in a dispute.
  • Shareholder and director disputes, including deadlock, exclusion and exit negotiations.
  • Advice on directors' general duties and on decision-making through board and shareholder resolutions.
  • Removal of directors and related procedural issues.
  • Advice on unfair prejudice and other remedies, and on whether litigation is proportionate.
  • Negotiating and documenting settlements between shareholders.
  • Commercial corporate advice on company rights and obligations, within my permitted and insured scope.

What is not included

  • Company incorporation and company secretarial services.
  • Mergers and acquisitions, share or business sales and purchases.
  • Fundraising, investment rounds and other investment transactions.
  • Tax advice of any kind.
  • Conveyancing or any other work within the scope of the Money Laundering Regulations 2017. I do not currently accept such work. I assess each matter before accepting instructions and will tell you if anything falls outside what I can do.

How a matter usually progresses

These stages are typical. Many shareholder disputes resolve by agreement before any court step.

1. Understanding the documents

I review the articles, any shareholders' agreement, service contracts, board minutes and the relevant correspondence. This usually shows what each side can and cannot do.

2. Strategy

I give you a written view of your position and options: for example, using the mechanisms in the documents, a negotiated exit, mediation or, if necessary, court proceedings.

3. Negotiation

Most disputes between business owners are best resolved by agreement, because litigation is expensive and disruptive to a business that both sides may still depend on. I negotiate on your behalf and document any agreement.

4. Proceedings, if needed

Some disputes, such as unfair prejudice petitions, are complex and costly. I will tell you early whether a matter is within my competence and insurance, and whether it is likely to need a barrister or a larger firm.

Costs

How I charge for corporate and shareholder advice is explained on the fees page. I usually begin with a focused initial review for a defined fee range and give you a written estimate before each further stage. Third-party costs, such as barrister's fees, valuation fees or court fees, are separate and agreed in advance.

How to start

Email info@sadikbugra.com with a short outline, the company name and the names of the other shareholders or directors involved, so that I can check for conflicts. Please do not send documents yet.

After the conflict check, I can offer a free initial discussion of up to 15 minutes, subject to availability, by video or in person in St Albans. It is for understanding the matter and agreeing whether I can help. It does not include detailed advice or document review.

An enquiry does not create a solicitor–client relationship, and I do not monitor deadlines on a matter I have not accepted in writing.

This page is general information about the law in England and Wales as at 26 October 2026. It is not advice on your situation.

Fees

Initial focused advisory review (commercial, corporate and landlord and tenant matters)£700–£1,400 estimate for 2–4 hoursNo VAT charged — I am not currently VAT-registered (VAT added only if applicable in future, with notice).

Includes

  • Review of the key documents and facts for the initial stage
  • Written or meeting advice on options and next steps

Not included

  • Any later stage — an estimate for the initial stage only, not the total cost of the matter
Hourly rate£350 per hourNo VAT charged — I am not currently VAT-registered (VAT added only if applicable in future, with notice).

Includes

  • Work by Sadik Bugra Isler personally, recorded in units agreed in the engagement letter

Not included

  • Disbursements and third-party costs, which are estimated separately in advance

Full fee information

Questions people often ask

Can the other shareholders remove me as a director?

Under the Companies Act 2006, shareholders can remove a director by ordinary resolution at a meeting, with special notice, whatever any agreement says. Removal as a director does not by itself remove you as a shareholder or employee, and it does not take away any right to compensation or damages you may have. Your articles and any shareholders' agreement may also be relevant.

I am a minority shareholder and feel shut out. What can I do?

Start by checking your rights under the articles and any shareholders' agreement, including information rights and any exit or valuation provisions. In some cases, a member can petition the court on the ground that the company's affairs are being conducted in a way that is unfairly prejudicial to their interests. That is a significant step, and negotiated exits are often a better first option.

Do we need a shareholders' agreement?

It is not legally required, but it can deal with matters the articles usually do not, such as what happens if a shareholder wants to leave, falls out with the others or stops working in the business. I can advise on an existing agreement or on the issues a new one should cover in a dispute context.

Can you set up a company for me or act as company secretary?

No. I do not provide company incorporation or company secretarial services.

Can you help with selling my shares or raising investment?

I do not advise on mergers and acquisitions, fundraising or investment transactions, or on tax. I can advise on a shareholder dispute that involves a proposed exit, and I will tell you if a matter is outside my scope.

Are the directors personally liable for the company's debts?

Generally not, because a limited company is a separate legal person. There are exceptions, for example where a director has given a personal guarantee, or in certain situations involving insolvency or wrongdoing. Whether an exception applies depends on the facts.

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