Shareholders agreement: Google is not your best friend

Linkedin Post

A shareholders’ agreement reflects the dynamics of the shareholders’ relationship.

A shareholders’ agreement typically sets out clauses relating to appointment of directors, quorum required for a shareholders’ or board meeting to be valid, procedures for directors or shareholders to decide on matters relating to the company, whether there are any reserved matters that require unanimous decision at shareholders’ or board meeting, how deadlock is resolved, transfer of shares and the rights and responsibilities of each shareholders.

Some business owners rely on Google for sample clauses or precedents for shareholders’ agreements.

Google is not your best friend in such instance.

Each precedent should be tailored to meet the shareholders’ specific requirements and circumstances. The shareholders’ responsibilities should be set out clearly, which may differ on a case-by-case basis, depending on the nature of business undertaken by the company.

#malaysiancorporatelawyer
#shareholdersagreement
#corporatelaw

This post was first posted on Linkedin on 8 February 2021.

Linkedin Post
Preference Shares: A Path Through Malaysia’s Equity Restrictions

Regulatory equity restrictions don’t always mean “no entry” for investors in Malaysia. If you’re restricted from holding ordinary shares in certain sectors due to regulatory policy, preference shares may offer a practical alternative. You may want to consider preference shares if: 1.    The sector has no restrictions on preference shares. This …

Company Law
Does family-owned company require formal shareholders’ approval for issuance of shares?

“This is my family-owned company. Do we still need formal shareholders’ approval to issue shares?” Yes. Under section 75 of the Companies Act 2016, directors cannot exercise their power to allot shares without prior shareholders’ approval. This is a legal requirement even if all the shareholders are family members. Skipping …

Linkedin Post
Pay for proper legal advice when it comes to shareholders agreement

Most people I know are reluctant to pay for proper legal advice when it comes to shareholders’ agreements. Many assume shareholders’ agreements are just templates. However, in practice, especially in M&A or fundraising, these agreements must align with the Companies Act 2016 and other relevant regulatory requirements. Otherwise, what is …