Shareholder Dissolution Agreement Template for Malaysia

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Key Requirements PROMPT example:

Shareholder Dissolution Agreement

"I need a Shareholder Dissolution Agreement for a Malaysian tech startup where two equal shareholders have agreed to amicably dissolve their partnership and divide all assets equally, with the dissolution to take effect from March 1, 2025."

Document background
The Shareholder Dissolution Agreement is a crucial document used when shareholders decide to formally end their business relationship and separate their interests in a Malaysian company. This document becomes necessary during company restructuring, shareholder exits, or complete business dissolution. It must comply with Malaysian corporate law, particularly the Companies Act 2016, and typically includes detailed provisions for share valuation, asset distribution, liability settlement, tax considerations, and ongoing obligations. The agreement serves as a comprehensive record of the dissolution terms, protecting all parties' interests and providing clear documentation for regulatory compliance and future reference.
Suggested Sections

1. Parties: Identification of all shareholders participating in the dissolution agreement

2. Background: Context of the shareholding relationship and reasons for dissolution

3. Definitions: Definitions of key terms used throughout the agreement

4. Agreement to Dissolve: Formal agreement of all parties to dissolve the shareholding relationship

5. Effective Date: Specification of when the dissolution takes effect

6. Valuation of Shares: Agreed method and value of share valuation

7. Distribution of Assets: Process and terms for distributing company assets among shareholders

8. Settlement of Liabilities: Handling of outstanding company debts and liabilities

9. Tax Matters: Handling of tax obligations and responsibilities

10. Mutual Release: Release of claims between shareholders

11. Confidentiality: Obligations regarding confidential information

12. Governing Law: Specification of Malaysian law as governing law

13. Dispute Resolution: Process for resolving any disputes arising from the agreement

Optional Sections

1. Ongoing Projects: Handling of incomplete projects or contracts (include if company has ongoing business commitments)

2. Intellectual Property Rights: Distribution or licensing of IP rights (include if company owns significant IP)

3. Employee Matters: Handling of employment contracts and obligations (include if company has employees)

4. Non-Compete Provisions: Restrictions on future competitive activities (include if shareholders agree to post-dissolution restrictions)

5. Insurance: Handling of insurance policies and claims (include if significant insurance matters exist)

6. Bank Accounts: Process for closing company bank accounts (include if multiple accounts exist)

7. Foreign Assets: Special provisions for overseas assets (include if company has international holdings)

Suggested Schedules

1. Schedule 1 - Shareholder Information: Details of all shareholders including shareholding percentages and contact information

2. Schedule 2 - Asset Register: Complete list of company assets and their agreed values

3. Schedule 3 - Liability Register: List of all company liabilities and payment obligations

4. Schedule 4 - Distribution Plan: Detailed plan for distribution of assets and settlement of liabilities

5. Schedule 5 - Valuation Report: Independent valuation report of company shares and assets

6. Appendix A - Board Resolutions: Copies of relevant board resolutions approving the dissolution

7. Appendix B - Company Documents: Relevant company documents including registration certificates and licenses

Authors

Alex Denne

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

Relevant Industries

Financial Services

Technology

Manufacturing

Real Estate

Retail

Professional Services

Healthcare

Education

Construction

Agriculture

Mining

Telecommunications

Transportation

Energy

Tourism

Relevant Teams

Legal

Finance

Corporate Secretarial

Compliance

Risk Management

Corporate Governance

Executive Leadership

Investment

Shareholder Relations

Relevant Roles

Chief Executive Officer

Managing Director

Company Secretary

Legal Counsel

Chief Financial Officer

Corporate Lawyer

Finance Director

Business Development Director

Company Director

Risk Manager

Compliance Officer

Corporate Governance Officer

Investment Manager

Shareholder Relations 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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