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10 Common Issues Arising from the Companies Act 2016

Lee Shih15 Comments

With the coming into force of the Companies Act 2016, a number of practical issues and questions have since cropped up. The Companies Commission of Malaysia (SSM) did release its helpful FAQ document. This document has been updated from time to time (presently, it has been updated up until 3 April 2017) and helps to answer the most frequently asked questions.

Nonetheless, there are still other common issues arising from the Companies Act 2016. I come across these queries in my practice or at the talks that I give. I set out below 10 of these key issues. Companies can consider seeking further clarification or advice. These issues range from the constitution, dividends, director-related issues, and transitional matters.

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Kota Kinabalu Companies Act 2016 Talk

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On Wednesday 26 April 2017, I will be speaking at a Companies Act 2016 seminar in Kota Kinabalu. This is organised by CLJ Law in collaboration with the Sabah Law Association. Click on the image below for the registration form.

This is the final leg of my book tour as well. You will be able to purchase a copy of my book ‘Companies Act 2016: The New Dynamics of Company Law in Malaysia‘ at a special price at this seminar. We will be there to sign the books as well. Looking forward to seeing you there.

Bankruptcy Amendment Bill Passed by Malaysia’s Lower House of Parliament

Lee Shih7 Comments

On 29 March 2017, it has been reported (see Bernama and the New Straits Times) that the Bankruptcy (Amendment) Bill 2016 has been passed by the Dewan Rakyat, being the lower house of Parliament of Malaysia. The changes to the law will not be in force just yet. The Bill will now be sent to the Dewan Negara and then subsequently receive Royal Assent. The coming into force of the new law will then be on a gazetted date.

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The Malaysian Lawyer and Legal Logic Asia: Companies Act 2016 Talk

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As earlier posted, TheMalaysianLawyer.com is partnering up with Legal Logic Asia for this upcoming Companies Act 2016 talk. It will be on 4 April 2017 at Pullman Hotel Bangsar. Click on the image below for the registration form.

Set out below is a preview of some of the topics that will be covered at the talk. I highlight below 6 common areas I come across frequently in practice.

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Speaking at the MIA Audit Committee Conference 2017

Lee Shih3 Comments

I have been invited to speak at the MIA Audit Committee Conference 2017 on 5 April 2017. The conference will be held at the Connexion Conference & Event Centre. The registration form can be downloaded over here.

I will be speaking at the panel session on the Companies Act 2016 and its impact on the audit committee’s responsibilities. We will be covering the new management requirements, the utilisation of share premium and the capital redemption reserve and the new business review section. It is a good combination of speakers drawn from across the various industries. I am very much looking forward to this.

Bursa Malaysia Seeks Feedback on Review of Listing Requirements: Companies Act 2016

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In light of the Companies Act 2016 coming into force on 31 January 2017, Bursa Malaysia has announced on 20 March 2017 that it has issued a consultation paper to seek public feedback on the proposed review of the Listing Requirements. You can access the consultation paper here and feedback is to be given by 14 April 2017.

Reading the consultation paper, I set out below on an interesting proposed move towards greater transparency in the remuneration of directors. It is proposed that new requirements be put in place for tighter shareholder approval and for disclosure of remuneration on a named basis.

This consultation paper is to be read together with the earlier two directives / clarifications from Bursa Malaysia dated 2 February 2017 and 10 March 2017.

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7 Changes to Shareholders’ Rights and Remedies under the Companies Act 2016

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One of the aims of the Companies Act 2016 is to strengthen shareholders’ rights. I anticipate further avenues for shareholders, in particular minority shareholders, to ensure that their rights are protected.

Shareholders

I set out below 7 changes to shareholders’ rights and remedies. In particular, some of these changes will likely lead to more shareholder litigation. This will test the exact limits of the new laws. For consistent reference, I will be referring to the term ‘shareholder’ and not to the term member of the company. Continue reading →