Use precedents wisely
Precedents are great. Lawyers don’t have to reinvent the wheel each time we draft legal documents when we have precedents. However, it doesn’t mean that we can just change the parties’ names and the signing pages for agreements when we use precedents. It doesn’t mean merely cutting and pasting clauses …
Three simple ways for clear drafting
1. Use headers to structure your content Let the readers know what the content is about by using headers. When the readers come to the end of a paragraph, the next header inform the readers that you are moving to the next point. 2. Use list and numbering I am …
How to safeguard shareholders’ interest through shareholders’ agreement
When any sale and purchase of shares results in more than one shareholder in a company, the shareholders should enter into a shareholders’ agreement to set out their rights and obligations, no matter how amicable their relationships are. A minority shareholder and majority shareholder may consider including the following in …
“Explaining the “how” and “why” in legal due diligence
Legal due diligence could be an exercise of frustration at times. There may be tight deadlines sometimes, but the documents required for legal due diligence are not forthcoming from the target company. If the target company is going through the due diligence exercise for the first time, the team at …
Make consequential amendments when amending drafts
Make consequential amendments when amending drafts. It seems obvious but sometimes the draftsperson forgets or misses out consequential amendments when amending draft documents. When amending draft agreement, circular or prospectus, you should also make amendments which are consequential to the amendments you are seeking to make. For example, if you …
What does ESG mean for public listed companies?
One of the intended outcomes of the Malaysian Code of Corporate Governance (“𝐌𝐂𝐂𝐆”) is for companies to address sustainability risks and opportunities in an integrated and strategic manner to support their long-term strategy and success. To achieve the intended outcome, the MCCG sets out the practices which companies are expected …
Finding meaning in my work
My work doesn’t save lives. Nor does it change anyone’s life. I help corporations to raise funds through equity capital transactions. As PGF Capital Berhad (formerly known as Poly Glass Fibre (M) Berhad) (“𝐂𝐨𝐦𝐩𝐚𝐧𝐲”) announced the completion of its rights issue of irredeemable convertible preference shares (“𝐈𝐂𝐏𝐒”), I am glad …
“I post a blog post because it’s tomorrow.”
“I post a blog post because it’s tomorrow.” Seth Godin said he doesn’t post a blog post because he thinks his post is perfect. He posts a blog post because it’s tomorrow. He made a decision one time to write every day for his blog, so that he doesn’t need …
Sellers’ liability in M&A transaction
Where there is more than one seller in an M&A transaction, the sale and purchase agreement should set out whether the obligations of the sellers under the SPA are (1) joint and several; or (2) several and not joint. From a buyer’s perspective, it is better for the sellers’ obligations …
What, how & why
As a junior lawyer, you would be told 𝒘𝒉𝒂𝒕 to do. Carrying out tasks requested by your employer/clients/ colleagues is part of the job. If you have good colleagues, you would be guided on 𝒉𝒐𝒘 to do the work. You may get helpful information on what issues to look out …