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Share Allocation Agreement Template for Malaysia

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Key Requirements PROMPT example:

Share Allocation Agreement

"I need a Share Allocation Agreement for allocating 50,000 ordinary shares to our company's senior management team as part of an employee incentive scheme, with a three-year vesting period starting from March 1, 2025."

Document background
The Share Allocation Agreement serves as a crucial document in Malaysian corporate transactions, used when a company wishes to formalize the allocation of shares to new or existing shareholders. This agreement type is essential for various scenarios, including employee share schemes, capital raising, corporate restructuring, or strategic investments. Under Malaysian law, particularly the Companies Act 2016 and Capital Markets and Services Act 2007, specific requirements must be met for valid share allocations. The document typically includes detailed terms about the share allocation, rights attached to shares, transfer restrictions, and compliance with regulatory requirements. It's particularly important in ensuring transparent and legally compliant share distributions while protecting both the issuing company's and recipients' interests in accordance with Malaysian corporate law.
Suggested Sections

1. Parties: Identification of the Company issuing shares and the Recipient(s) of the share allocation

2. Background: Context of the share allocation, including company information and purpose of the allocation

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

4. Share Allocation Details: Specific details of shares being allocated, including number, class, and nominal value

5. Consideration: Details of payment or consideration for the shares

6. Conditions Precedent: Conditions that must be fulfilled before the share allocation becomes effective

7. Completion: Process and requirements for completing the share allocation

8. Representations and Warranties: Standard warranties from both parties regarding capacity, authority, and compliance

9. Covenants: Ongoing obligations of the parties

10. Confidentiality: Provisions regarding confidential information

11. Notices: Process for formal communications between parties

12. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction details

13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

Optional Sections

1. Tag-Along Rights: Optional provisions for minority shareholders to join in sale of shares by majority shareholders

2. Drag-Along Rights: Provisions allowing majority shareholders to force minority shareholders to join in sale of shares

3. Pre-emptive Rights: Rights of existing shareholders to maintain their percentage ownership in future share issues

4. Share Transfer Restrictions: Additional restrictions on transfer of allocated shares

5. Performance Conditions: For performance-based allocations, specific conditions that must be met

6. Vesting Schedule: For employee share schemes, details of how shares vest over time

7. Put and Call Options: Optional rights to sell back or purchase additional shares under specific conditions

8. Anti-dilution Provisions: Protection against dilution of shareholding in future share issues

Suggested Schedules

1. Share Certificate Details: Copy or details of the share certificates to be issued

2. Shareholding Structure: Pre and post-allocation shareholding structure of the company

3. Payment Schedule: If payment is in installments, detailed payment schedule

4. Company Constitution Excerpts: Relevant excerpts from the company's constitution regarding share issuance

5. Regulatory Approvals: Copies of or references to required regulatory approvals

6. Valuation Report: If applicable, summary or full valuation report supporting share price

7. Board Resolution: Copy of board resolution approving the share allocation

8. Compliance Certificates: Required compliance certificates and regulatory declarations

Authors

Alex Denne

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

Relevant legal definitions































Clauses

























Relevant Industries

Financial Services

Technology

Manufacturing

Professional Services

Real Estate

Healthcare

Energy

Telecommunications

Retail

Education

Construction

Agriculture

Mining

Transportation

Media and Entertainment

Relevant Teams

Legal

Finance

Corporate Secretarial

Human Resources

Compliance

Corporate Governance

Investment

Board Secretariat

Corporate Affairs

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Secretary

Legal Counsel

Corporate Lawyer

Finance Director

HR Director

Compliance Officer

Investment Manager

Board Member

Corporate Governance Officer

Share Plan Administrator

Financial Controller

Managing Director

Corporate Affairs 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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