Without a shareholder agreement, guidance for shareholders is then directed to the company’s constitution. A shareholder agreement acts as the superior document to the constitution – however, without the shareholder agreement, the shareholders are left guided by a constitution that may not necessarily be prepared with a health practitioner purview, but a generic business view. So, when there are disputes, minor or dramatic, broad or specific to the health practice, there is commonly either no guidance within ‘off the shelf’ constitutions or indeed clauses which may act to the detriment of the specific dispute.

Julian Whitehead is a partner at Whitehead Legal and he exclusively advises health care professionals in their commercial matters throughout Australia. Julian can be contacted on 041 ...