Shareholder Consent Form

Shareholder Consent Form Template for Ireland

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Key Requirements PROMPT example:

"I need a Shareholder Consent Form under Irish law for our tech startup to approve the issuance of 10,000 new Series A preferred shares to be completed by March 2025, with the consent to be obtained from all existing shareholders."

Document background

The Shareholder Consent Form is a fundamental corporate governance document used in Irish business practice when companies need to obtain formal shareholder approval for various corporate actions. The document is essential for compliance with the Companies Act 2014 and is commonly used for approving significant company decisions such as mergers, share issuances, constitutional amendments, or major asset disposals. A properly executed Shareholder Consent Form provides clear evidence of shareholder authorization and helps protect the company and its officers from potential future disputes. The form can be used for written resolutions in lieu of general meetings, making it particularly valuable for private companies with a smaller number of shareholders.

Suggested Sections

1. Company Information: Official company name, registration number, and registered office address

2. Date: The date of the consent form

3. Shareholder Details: Full name and address of the shareholder(s) giving consent, including number and class of shares held

4. Resolution/Matter for Consent: Clear description of the specific corporate action or matter for which consent is being given

5. Declaration of Consent: Formal statement of the shareholder's consent to the specified matter

6. Execution Block: Signature section including space for shareholder signature, witness signature (if required), and date of signing

Optional Sections

1. Recitals: Background information explaining the context of the consent - used when the matter being approved requires additional context

2. Conditions Precedent: Any conditions that must be met before the consent becomes effective - included when the consent is conditional

3. Class Rights: Specific references to share class rights - required when the consent relates to matters affecting specific share classes

4. Corporate Representative Details: Information about authorized representatives - needed when the shareholder is a corporate entity

5. Electronic Execution Provisions: Specific provisions for electronic signature - included when the consent form will be executed electronically

6. Governing Law: Explicit statement of Irish law governance - included in more formal consent forms or when dealing with international shareholders

Suggested Schedules

1. Copy of Resolution: Full text of the resolution(s) being approved, if separate from main consent form

2. Supporting Documents: Copies of relevant documents referenced in the consent (e.g., agreements being approved)

3. Share Certificate Details: Schedule listing relevant share certificate numbers and shareholding details

4. Corporate Authorization: For corporate shareholders, evidence of authority of the person signing

Authors

Alex Denne

Head of Growth (Open Source Law) @ ��Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co

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