Board Resolution For Acquisition Of Shares for Malaysia

Board Resolution For Acquisition Of Shares Template for Malaysia

A Board Resolution for Acquisition of Shares is a formal corporate document used in Malaysia that records the board of directors' decision to acquire shares in another company. The document must comply with the Malaysian Companies Act 2016 and relevant corporate governance requirements. It typically includes details of the proposed share acquisition, terms of purchase, financial considerations, and necessary authorizations. The resolution serves as official evidence of the board's approval and provides the legal basis for proceeding with the share acquisition transaction.

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What is a Board Resolution For Acquisition Of Shares?

A Board Resolution For Acquisition Of Shares is a crucial corporate document required under Malaysian law when a company intends to purchase shares in another entity. This document is mandated by the Companies Act 2016 and must conform to Malaysian corporate governance requirements. It is typically used when a company plans to acquire a stake in another business, whether for investment purposes, strategic expansion, or corporate restructuring. The resolution must include specific details about the proposed acquisition, including the number and class of shares, purchase price, target company details, and payment terms. It also needs to document the board's deliberation process and authorize specific individuals to execute the transaction. This type of resolution is particularly important as it provides documentary evidence of proper corporate decision-making and helps protect the company and its directors from potential future disputes.

What sections should be included in a Board Resolution For Acquisition Of Shares?

1. Title and Date: Formal title of the resolution and date of the board meeting

2. Company Details: Full legal name and registration number of the company passing the resolution

3. Meeting Details: Information about the board meeting including time, location, and quorum confirmation

4. Present Directors: List of directors present at the meeting and those who sent apologies

5. Chairman: Identification of the meeting's chairman

6. Background: Context and rationale for the proposed share acquisition

7. Proposed Transaction: Details of the shares to be acquired, including quantity, price, and target company information

8. Board Deliberation: Summary of the board's consideration of the proposal

9. Resolution: Formal resolution text approved by the board

10. Authorization: Powers granted to specific officers to execute the transaction

11. Closure: Formal closing of the resolution with signatures

What sections are optional to include in a Board Resolution For Acquisition Of Shares?

1. Financing Arrangements: Include when the acquisition requires specific financing approval

2. Regulatory Compliance: Include when specific regulatory approvals are required

3. Risk Assessment: Include when a formal risk evaluation needs to be documented

4. Conflicts of Interest: Include when any directors have declared conflicts

5. Due Diligence Findings: Include when referencing completed due diligence results

6. Post-Acquisition Integration: Include when specific integration plans need board approval

What schedules should be included in a Board Resolution For Acquisition Of Shares?

1. Share Purchase Terms: Detailed terms and conditions of the share acquisition

2. Target Company Information: Key information about the company whose shares are being acquired

3. Valuation Report Summary: Summary of any valuation reports relied upon

4. Financial Impact Analysis: Analysis of the acquisition's impact on the company's finances

5. Due Diligence Report: Summary of due diligence findings if referenced in the resolution

6. Director Attendance Record: Detailed record of director attendance and voting

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

Jurisdiction

Malaysia

Publisher

Genie AI

Document Type

Board Resolution

Cost

Free to use
Relevant Industries

Banking & Finance

Manufacturing

Technology

Real Estate

Consumer Goods

Healthcare

Energy

Telecommunications

Professional Services

Retail

Infrastructure

Mining & Resources

Relevant Teams

Legal

Corporate Secretarial

Finance

Compliance

Corporate Governance

Executive Management

Strategy

Mergers & Acquisitions

Investment

Risk Management

Relevant Roles

Chief Executive Officer

Managing Director

Company Secretary

Legal Counsel

Chief Financial Officer

Corporate Secretary

Board Director

Executive Director

Investment Manager

Compliance Officer

Corporate Governance Officer

General Counsel

Finance Director

Strategy Director

Mergers & Acquisitions 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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