We could go to jail for this
“We could go to jail for this,” I half-jokingly told my team members. As I briefed them on a corporate finance exercise, I wanted to make sure that they understand their responsibilities. It is an offence under the Capital Markets and Services Act 2017 to submit any information that is …
Understand corporate finance/ECM work
When I started working on corporate finance transactions as a junior lawyer, it was overwhelming. It was a constant rush to ensure comments for announcements, circulars and submission documents were sent to principal advisers in time for the announcements and submissions to be made. Lunch time in the early years …
Listing process for Main Market and ACE Market of Bursa
The fastest IPO I have worked on took about a year from start to finish. The longest took much longer than that. Some never saw the daylight for various reasons- market conditions not right for IPO, the companies were not suitable for listing or the promoters decided to raise funds …
Lawyering: Changing practice areas
I was asked whether it is possible for a lawyer to switch to corporate practice from another practice area. I think I may not be the most qualified person to answer this question as I have been a corporate lawyer throughout my career and have not changed practice areas before. …
Drafting reminder
Before you send out an amended draft agreement to your supervising partners, clients or counterparties’ counsels, do this: 1. Make sure you have made consequential amendments. It’s understandable if you miss out a few consequential amendments once in a while but it gets tiring if it happens in every draft. …
Sale and purchase of assets versus shares
The following are some points to consider when deciding whether to structure a deal as a sale and purchase of assets or shares. 1. Stamp duty Sale of assets in Malaysia attracts stamp duty at 1% to 4% of the sale consideration or market value of the assets, whichever is …
Is it possible to enjoy doing legal due diligence work?
I get a bit skeptical when interviewees or junior lawyers say they enjoy doing legal due diligence work. My first reaction would be, “Really?” Is it possible to enjoy doing legal due diligence work? The volume of documents to be reviewed, tight deadlines, amount of effort required to get complete …
Reflection
SPM (Malaysian equivalent of GCE O Level) results were out two weeks ago. I was reminded again how lucky I was. I wrote about how a scholarship from The University of Sheffield allowed me to pursue my dream of studying law in the UK. http://ow.ly/xbVb50JJOr2 I know not everyone gets so …
Change of name for M&A and IPO exercise
Today’s post is on change of name of a company in M&A and IPO context. Consider the following scenario. A shareholder incorporated a few companies with similar names. Now, the shareholder wants to dispose all shares held in one of the companies (target company) and undertake IPO for the remaining …
A story on locked box mechanism
A battle of egos is how I remember the incident. I was once involved in an M&A transaction which the consideration was based on a locked box mechanism.* In addition to lawyers, there were also financial adviser and investment banker involved in the deal. All the advisers were in a …