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M&A: Material adverse change (MAC)

MAC clauses are contractual provisions which allow a buyer to walk away from a deal between signing and completion of the SPA upon the occurrence of material events which adversely affect the target company or business. MAC clauses are intended to provide for unforeseen circumstances which have an adverse effect …

Due Diligence

Due diligence: Searches in Malaysia

When conducting due diligence, the searches of publicly available information from the relevant government agencies and credit reporting agencies in Malaysia include the following: 1. Companies Commission of Malaysia (CCM) Company search provides corporate information, particulars of directors and shareholders, issued share capital, company charges and summary of financial information. Copies …

Lawyering

What keeps you going?

An acquaintance asked me, “What makes you so passionate about M&A?” I must have displayed an incredulous look on my face because the person immediately changed the question to something along the line “Okay, maybe not passion but what makes you so interested in M&A that you often write about …