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Reserved Matters

The document outlines 26 reserved matters that require approval from the major shareholder or all shareholders of the company. These matters include alterations to company documents and structure, shareholder decisions, new business activities, major financial decisions, litigation, director appointments and remuneration, and termination of the shareholder agreement. The major shareholder has sole decision-making power on most matters, while all shareholders must agree on others, such as new business lines or shareholder loans not in the ordinary course of business.

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Wong kang xian
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54 views

Reserved Matters

The document outlines 26 reserved matters that require approval from the major shareholder or all shareholders of the company. These matters include alterations to company documents and structure, shareholder decisions, new business activities, major financial decisions, litigation, director appointments and remuneration, and termination of the shareholder agreement. The major shareholder has sole decision-making power on most matters, while all shareholders must agree on others, such as new business lines or shareholder loans not in the ordinary course of business.

Uploaded by

Wong kang xian
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
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6.

RESERVED MATTER:

(a) Any alteration of, or amendment to the Constitution of the Company.

Only major shareholder can made alteration

(b) Any restructuring or reorganisation of the Company or its subsidiaries.

Only major shareholder can made alteration

(c) Any change of the Company’s name.

Only major shareholder can made alteration

(d) The giving of guarantee or indemnity to secure the liabilities or

obligations of any party (other than a wholly owned subsidiary of the

Company), other than in the ordinary course of business of the Company.

Not allow to giving guarantee & indemnity to 3rd party other than in the

ordinary course of business of the Company.

(e) Any increase, reduction or other alteration to the authorized or issued

share capital, including any action in relation to employee share schemes

or employee share option schemes.

Only Major shareholder can make decision

(f) Declaration or payment of any dividends to the Shareholders.

Only Major shareholder can make decision

(g) Setting or charging of the dividends or distribution policy of the

Company.

Only Major shareholder can make decision

(h) The opening of any new business premise or subsidiary of the

Company.

Only Major shareholder can make decision


(i) The relocation of the existing business premise of the Company.

Only Major shareholder can make decision

(j) The commencement or carrying on of any type of business not being

ancillary or incidental to or extension of the score of operation or type of

the Business of the Company.

all shareholder agreement

(k) Any merger with any other entity and acquisition of any shares in any

body corporate or participation in any partnership or joint venture

agreement.

under all shareholder agreement

(l) The establishment of special reserves, provisions or retention not in the

ordinary course of business and application or utilization of the same.

Only Major shareholder can make decision

(m) Any redemption, purchase or cancellation of any Share or issue of

further Shares or other dilution of the interest of the Shareholders of the

Company or variation of any right attaching to any Shares.

Only Major shareholder can make decision

(n) Any alteration of restriction on Shares transfer of the Company.

Only Major shareholder can make decision

(o) Any resolution for the winding up or dissolution of the Company.

Only Major shareholder can make decision

(p) Any appointment of (and any subsequent charge in) auditors and

company secretary, and any subsequent change in the financial year end

and the registered office of the Company.


Only Major shareholder can make decision

(q) Any lending of nay moneys other than placing of deposits with banks

and financial institutions.

under all shareholder agreement

(r) Any initiation or settlement of any litigation or arbitration proceedings

having a value or likely value in excess of RM50,000.00.

Only major shareholder can make decision

(s) Any change in the number of Directors of the Company.

Only major shareholder can make decision

(t) Entering into any contract of a material nature outside the normal

course of the business of the Company.

under all shareholder agreement

(u) The remuneration of the Directors of the Company, save and except for

the remuneration of the CEO/Managing Director of the Company which

shall be decided by the Board.

Only major shareholder can make decision

(v) Conversion of the Company into a public company.

Only major shareholder can make decision

(w) Trade sale of the Company, if any.

under all shareholder agreement

(x) Any shareholders’ advance(s)

not allow for all shareholder

(y) The termination, amendment or variation of the terms of this

Agreement.

Only major shareholder can make decision & breach of the agreement

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