Share Subscription And Shareholders Agreement Template for Malaysia

1. Tag-Along Rights: Used when minority shareholders need protection to sell their shares alongside majority shareholders

2. Drag-Along Rights: Include when majority shareholders might need to force minorities to join in a sale

3. Anti-Dilution Protection: Important when dealing with preference shares or protecting against future down-rounds

4. Non-Competition and Non-Solicitation: Include when shareholders are also involved in business operations

5. IPO Rights: Include if there's potential for future public listing

6. Put and Call Options: Used when parties want specific exit mechanisms

7. Deadlock Resolution: Important for 50-50 joint ventures or where major decisions require unanimous consent

8. Multiple Classes of Shares: Include when dealing with different share classes and their respective rights

9. Employee Share Scheme Provisions: Include if the company has or plans to implement an employee share scheme

1. Share Capital and Shareholding Structure: Details of current and post-subscription shareholding structure

2. Company Information: Key corporate information including directors, secretary, registered office

3. Subscription Details: Detailed breakdown of share subscription including valuation calculations

4. Warranties: Comprehensive list of warranties given by the company and existing shareholders

5. Reserved Matters List: Detailed list of matters requiring special approval

6. Form of Deed of Adherence: Template for new shareholders to join the agreement

7. Business Plan: Company's business plan and financial projections

8. Key Performance Indicators: Metrics for measuring company performance

9. Completion Obligations: Checklist of actions required at completion

10. Board Regulations: Detailed procedures for board meetings and operations