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Q：
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What is the process of transferring shares in a Malaysian company?
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A：
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The process of transferring shares in a Malaysian company typically involves the signing of share transfer agreement, execution of share transfer form, paying of stamp duty, obtaining board approval for the transfer and issuance of share certificate.
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Q：
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Are there any restrictions on the transfer of shares in a Malaysian company?
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A：
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Yes, there can be restrictions on the transfer of shares in a Malaysian company. These restrictions are typically found in the company’s constitution or shareholders' agreement and may include the pre-emption rights.
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Q：
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What are the stamp duty requirements for transferring shares in a Malaysian company?
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A：
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In Malaysia, stamp duty is levied on the transfer of shares. The duty is calculated based on the higher of the consideration (price paid for the shares) or the market value of the shares being transferred. The rate of stamp duty on share transfers is typically 0.3% of the higher of the two values (consideration or market value).
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Q：
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Can a shareholder transfer shares to another person without the company's approval in a Malaysian private company?
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A：
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In a private company, the transfer of shares typically requires board approval unless the company's constitution specifically allow transfer without approval. Many private companies include restrictions in their constitution, such as pre-emption rights or the need for board approval before transferring shares. These restrictions are put in place to control who becomes a shareholder and to maintain the company's ownership structure.
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Q：
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What happens if a shareholder transfers shares in violation of the company's constitution?
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A：
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If a shareholder transfers shares in violation of the company’s constitution, the transfer could be deemed invalid or voidable. The company may refuse to register the transfer and might ask the transferee to return the shares or demand compliance with the proper procedures, such as obtaining board approval or offering the shares to existing shareholders before the transfer is completed. In the worst-case scenario, a shareholder could face legal action if the violation causes harm to the company or other shareholders.
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FAQ
