Deed Of Assignment Of Shares Of Stock for Malaysia

Deed Of Assignment Of Shares Of Stock Template for Malaysia

A formal legal document governed by Malaysian law that effectuates the transfer of shares from one party (the Assignor) to another (the Assignee). This deed serves as a binding instrument that documents the assignment of share ownership, including all associated rights and obligations. It must comply with the Malaysian Companies Act 2016 and related regulations, containing specific warranties about share ownership, consideration details, and completion requirements. The document includes provisions for proper execution as a deed, which provides additional legal protection compared to a simple contract.

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What is a Deed Of Assignment Of Shares Of Stock?

The Deed of Assignment of Shares of Stock is a crucial document in Malaysian corporate transactions, used when transferring ownership of shares from one party to another. It is particularly important in private company contexts where shares are not traded on public markets. The deed must comply with Malaysian legal requirements, including the Companies Act 2016, Capital Markets and Services Act 2007, and Stamp Act 1949. It contains essential elements such as details of the shares being transferred, consideration, warranties, and completion obligations. This document type is more formal than a simple share transfer form, providing additional protection to both parties through its execution as a deed. It's commonly used in business acquisitions, corporate restructuring, investment transactions, and family business successions.

What sections should be included in a Deed Of Assignment Of Shares Of Stock?

1. Parties: Identification of the Assignor (current shareholder) and Assignee (new shareholder), including full names, identification numbers, and addresses

2. Background: Recitals explaining the context of the share transfer, including details of the company whose shares are being transferred and the Assignor's ownership of the shares

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

4. Agreement to Assign: Core clause establishing the Assignor's agreement to transfer the shares to the Assignee

5. Consideration: Details of the payment or other consideration for the share transfer

6. Completion: Specifics of when and how the transfer will be completed, including delivery of share certificates and transfer forms

7. Assignor's Warranties: Warranties regarding ownership, right to transfer, and status of the shares

8. Further Assurance: Commitment to take all necessary steps to perfect the transfer

9. Notices: Procedure for serving notices under the deed

10. Governing Law and Jurisdiction: Confirmation that Malaysian law governs the deed

11. Execution: Formal execution blocks for signing as a deed

What sections are optional to include in a Deed Of Assignment Of Shares Of Stock?

1. Tag-Along Rights: Include when existing shareholders have rights to participate in the transfer

2. Regulatory Approvals: Required when the transfer needs specific regulatory clearances

3. Dividend Rights: Include when there are specific arrangements about entitlement to declared but unpaid dividends

4. Power of Attorney: Include when the Assignor grants power to the Assignee to complete registration formalities

5. Non-Competition: Include when the Assignor needs to be restricted from competing post-transfer

6. Tax Provisions: Include specific tax-related obligations when tax implications are significant

What schedules should be included in a Deed Of Assignment Of Shares Of Stock?

1. Schedule 1 - Details of the Company: Company registration details, registered office, and share capital structure

2. Schedule 2 - Details of the Shares: Specific details of shares being transferred including share numbers, class, and paid-up status

3. Schedule 3 - Completion Requirements: List of documents and actions required for completion

4. Schedule 4 - Form of Transfer: Prescribed form of share transfer for submission to the company

5. Appendix A - Board Resolution: Copy of board resolution approving the share transfer (if required)

6. Appendix B - Existing Shareholders' Rights: Details of any pre-emption or other rights affecting the transfer

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

Cost

Free to use
Relevant Industries

Financial Services

Professional Services

Banking

Investment

Private Equity

Manufacturing

Technology

Real Estate

Retail

Healthcare

Energy

Telecommunications

Construction

Agriculture

Mining

Relevant Teams

Legal

Corporate Secretarial

Compliance

Corporate Finance

Mergers & Acquisitions

Investment

Executive Leadership

Corporate Governance

Finance

Risk Management

Relevant Roles

Corporate Lawyer

Company Secretary

Legal Counsel

Compliance Officer

Chief Legal Officer

Corporate Finance Manager

Investment Manager

Chief Financial Officer

Director of Mergers & Acquisitions

Business Development Manager

Chief Executive Officer

Board Director

Investment Analyst

Corporate Governance Officer

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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