A Nine Figure Deal and One Overlooked Clause

Linkedin Post

We were appointed Malaysian counsel on a nine-figure M&A transaction.

The client was a foreign company, so the foreign counsel took the lead and drafted the agreement.

On paper, our scope of work was to advise on compliance with Malaysian laws.

But as I reviewed the draft share sale and purchase agreement, I noticed that although it included a purchase price adjustment mechanism, it did not address what happens if the buyer and seller disagree on the accounts that determine the adjusted price.

Technically, this was not within our scope of work. We were not billing by hours, and any additional time spent would not increase fees.

Yet leaving it unaddressed could create major issues down the line.

So, I flagged the gap, explained the risk, and suggested solutions. It was not because I had to, but because I want to help clients achieve their goals while protecting their interests.

This is what you can expect when you work with us: practical, proactive, and focused on real-world outcomes, not just checklists.

#MalaysianCorporateLawyer

This post was first posted on LinkedIn on 10 December 2025.

17 Years in Private Practice
Lawyering
17 Years in Legal Practice

17 years. That is how long I have been in the legal profession. Over the years, there have been many transactions done and dusted, and many people I worked with on those transactions have since moved on to other paths. There are not many people I can turn to and …

Linkedin Post
Peak Period: A Moving Target for Corporate Lawyers

“When is your peak period?” I was asked. “Whenever the client wants the deal to go fast” I replied. The workload of corporate lawyers is not seasonal. It’s client-driven. The pace follows transaction timelines and clients’ expectations. What looks like a quiet period can quickly turn into full momentum overnight …

Linkedin Post
Partial Share Sales in Malaysia: What Sellers Need to Know About Guarantees

In partial disposals, it’s common for sellers and buyers to agree that any existing guarantees given by the sellers to secure banking facilities of the target companies will be adjusted to reflect the post-completion shareholding. For public listed companies (PLCs) in Malaysia, this can affect the deal timeline if not …