Corporate Governance, Director and Shareholder Advisory
Governance that protects value and relationships
Weak governance rarely starts with a crisis. It usually begins with unclear roles, outdated documents and decisions made without proper process. The consequences – regulatory intervention, shareholder disputes, stalled transactions and boardroom breakdown – can be financially and reputationally severe.
STA Legal advises boards, directors, shareholders and investor groups on governance and ownership structures that withstand scrutiny. Our objective is to reduce the risk of disputes, support effective decision-making and preserve value in the business and its relationships.
Our expertise
Advisory support for directors
We advise executive and non-executive directors on their duties and risk profile, including:
- Application of statutory and fiduciary duties in complex or distressed situations.
- Conflicts of interest, related-party transactions and independent approval processes.
- Board procedures, minutes and decision-making frameworks capable of scrutiny by regulators, courts and auditors.
- Director appointments, removals and succession planning.
- Exposure arising from director loan accounts, personal guarantees and alleged mismanagement.
Advisory support for shareholders and investor groups
We act for founders, minority investors, private equity sponsors and family offices on:
- Shareholder rights, information access and minority protections.
- Transfers, buy-outs, drag/tag mechanisms and structured exits.
- Succession for family and closely held companies.
- Dividend and distribution policies aligned with capital structure and growth plans.
Governance documents and capital structure
We design and implement:
- Shareholders’ agreements and bespoke articles.
- Founder/investor arrangements, including drag/tag, leaver provisions and options.
- Share reorganisations, new share classes and capital reductions.
- Companies House filings and statutory register maintenance.
Director and shareholder disputes
When relationships deteriorate, we act swiftly and discreetly:
- Board and shareholder conflicts, including unfair prejudice and derivative claims.
- Negotiated buy-outs, stand-still arrangements and governance resets.
- Enforcement of rights under shareholders’ agreements and articles.
- Mediation and High Court proceedings where needed.
Contact us
Contact us for a confidential discussion on board, governance or shareholder matters.