M&A: Asset sale and purchase

Linkedin Post

One of the advantages of asset sale and purchase compared to share sale and purchase is that a buyer gets to choose specifically the assets and liabilities which the buyer wants to acquire while leaving the rest with the selling company.

Depending on the assets being acquired, the transfer of ownership of assets in Malaysia may involve the following:

· novation of contracts from the seller to the buyer

· registration of ownership of vehicles under the buyer’s name with the Road Transport Department Malaysia

· registration of assignment of intellectual property with the Intellectual Property Corporation of Malaysia

· providing in the sale and purchase agreement for title to plant, equipment and machinery to be transferred by delivery to the buyer where registration of ownership with authorities is not required.

If the buyer intends to employ any employee of the business which is being acquired, the buyer should, within 7 days of change of ownership, offer to continue to employ the employee under terms and conditions of employment not less favourable than those under which the employee was employed before the change occurs.

If the buyer does not offer to continue to employ the employee, the previous employer of the employee shall be liable for the payment of all termination benefits payable under the Employment (Termination and Lay-Off Benefits) Regulations 1980.


This post was first posted on Linkedin on 5 January 2023.

Linkedin Post
Five key steps for legal due diligence

Most lawyers are good at identifying issues, but legal due diligence shouldn’t be limited to merely reviewing documents and identifying issues. Here are my five steps for conducting legal due diligence: 1. Identify the issues based on the scope of legal due diligence as agreed with the clients. 2. Provide recommendations …

Linkedin Post
Begin with the end in mind: Post-completion integration

I once worked on an M&A deal that took more than a year to complete. While the deal was not inherently complex, it dragged on due to delays in finalizing the details of the transaction agreements for reason beyond my control. As the deal involved a larger corporation acquiring a …

Being a Corporate Lawyer: Why I Do What I Do

After years of demanding schedule and juggling simultaneous corporate exercises which take a toll on physical and mental health, it is not surprising that some corporate lawyers experience burnout. Unlike some legal practice areas, the work of a corporate lawyer may not seem immediately impactful or “make a difference” to …