Why have a shareholders’ agreement?
Why have a shareholders’ agreement? Why not just rely on the company’s constitution? A shareholders’ agreement governs the relationship (1) between shareholders themselves; and (2) between the shareholders and the company (if the company is a party to the shareholders’ agreement). Three reasons to have a shareholders’ agreement when there …
Three Key Points for Company Constitutions
We are often asked by corporate clients to review template company constitutions to ensure compliance with Malaysian laws. Although some clauses in these templates may comply with the laws, they may not always reflect the clients’ intention. The following are three common issues I encounter: 1. Waiver of pre-emption right …
Why should a company adopt a constitution?
In the context of an M&A transaction, why can’t shareholders solely rely on a shareholders’ agreement after completion of the transaction? Where there is more than one shareholder after completion, the next step after execution of a shareholders’ agreement is to either amend or adopt a constitution that is consistent …