Where any shareholder is an overseas entity or individual and the agreement is governed by English law, yes, the drafting will normally require each overseas party to appoint a process agent. Shareholder relationships generate formal notices and occasionally disputes, and every party wants a reliable route to serve the others.
Why the clause appears
Shareholder agreements govern long relationships: transfer restrictions, drag and tag rights, deadlock provisions, exit mechanics. Many of these operate through formal notice, and disagreements between shareholders are exactly the situation in which an overseas party might prefer to be hard to serve. The process agent clause neutralises that, giving every party a fixed address in England and Wales at which the others can serve validly.
Joint ventures and investment rounds
The same logic runs through joint venture agreements and subscription documents in funding rounds with international investors. It is common for several overseas parties to each need an agent, and for one professional agent to act for more than one of them, since the role is administrative rather than partisan: we accept and forward documents, we do not take sides. Each party's appointment is separate and confidential.
Practicalities
Shareholder agreements often have no fixed end date, which suits our annual rolling service at £125 per year, continuing until you confirm the agreement has terminated. Where the agreement sits alongside other transaction documents wanting cover, multi agreement appointments add £30 for a second document and £60 for three or more. Appointment runs through our standard order form.