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Deed Of Sale Of Shares

Deed Of Sale Of Shares Template for Malaysia

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Key Requirements PROMPT example:

Deed Of Sale Of Shares

"I need a Deed of Sale of Shares for the transfer of 10,000 ordinary shares in TechVision Sdn Bhd from a Malaysian corporate seller to a Singapore-based purchaser, with specific warranties about the company's intellectual property rights and completion scheduled for March 15, 2025."

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Document background
The Deed of Sale of Shares is a crucial document in Malaysian corporate transactions, used when transferring ownership of shares in a company from one party to another. This formal instrument is required to comply with Malaysian corporate law requirements, particularly the Companies Act 2016 and related regulations. The deed comprehensively documents the terms of the share transfer, including the number of shares, purchase price, payment terms, warranties, and completion requirements. It provides legal protection for both parties and ensures proper recording of the transaction. The document becomes especially important in complex corporate restructuring, mergers and acquisitions, or when significant ownership stakes are being transferred.
Suggested Sections

1. Parties: Details of the Seller(s) and Purchaser(s), including full names, registration numbers for companies, and addresses

2. Background: Context of the transaction, including details of the company whose shares are being sold and the current shareholding structure

3. Definitions and Interpretation: Definitions of key terms used in the deed and rules of interpretation

4. Sale and Purchase: Core transaction terms including number of shares, price, and payment terms

5. Completion: Details of when and how the transfer will be completed, including timing and mechanics of completion

6. Seller's Warranties: Warranties given by the seller regarding ownership, authority to sell, and status of shares

7. Purchaser's Warranties: Warranties given by the purchaser regarding authority and capacity to purchase

8. Pre-Completion Obligations: Actions required from parties before completion of the share transfer

9. Post-Completion Obligations: Actions required after completion, including registration of transfer

10. Confidentiality: Obligations regarding confidential information

11. Costs and Stamp Duty: Allocation of transaction costs and stamp duty responsibilities

12. Notices: Process for giving formal notices under the deed

13. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement

14. Execution: Formal execution blocks for parties to sign and have their signatures witnessed

Optional Sections

1. Tag-Along Rights: Include when minority shareholders need protection to join in the sale

2. Drag-Along Rights: Include when majority shareholders need the right to force minorities to join the sale

3. Non-Competition: Include when the seller needs to be restricted from competing post-sale

4. Tax Indemnity: Include when specific tax risks need to be allocated between parties

5. Break Fee: Include when parties want to specify damages for failure to complete

6. Earn-Out Provisions: Include when part of the purchase price is contingent on future performance

7. Director Resignations: Include when seller's appointed directors need to resign

8. Third Party Consents: Include when the transfer requires specific third party approvals

Suggested Schedules

1. Share Details: Details of shares being transferred including share certificate numbers and share class

2. Purchase Price Calculation: Detailed breakdown of how the purchase price was calculated

3. Completion Requirements: Checklist of documents and actions required for completion

4. Warranties: Detailed warranties given by the seller regarding the company and shares

5. Company Information: Key details about the company including assets, liabilities, and material contracts

6. Encumbrances: List of any existing encumbrances on the shares

7. Required Consents: List of third party consents required for the transfer

8. Form of Transfer Instrument: Prescribed form for share transfer under Malaysian law

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºÚÁÏÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions











































Clauses






























Relevant Industries

Financial Services

Manufacturing

Technology

Real Estate

Retail

Healthcare

Energy

Transportation

Agriculture

Construction

Professional Services

Telecommunications

Mining

Education

Hospitality

Relevant Teams

Legal

Finance

Corporate Secretarial

Compliance

Risk Management

Corporate Development

Mergers & Acquisitions

Executive Management

Investment

Business Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Secretary

Corporate Lawyer

Legal Counsel

Managing Director

Finance Director

Compliance Officer

Investment Manager

Corporate Advisory Manager

Mergers & Acquisitions Director

Business Development Manager

Risk Manager

Company Director

Transaction Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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