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Company Shares transfer issues

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asked on Jul 13, 2017 at 19:17
by   qiyue0711
edited on Jul 30, 2017 at 13:47
 
I am facing some problem with my company shares transfer issue and would like to seeking your advice.

I was born in Malaysia but is a Singaporean now. When my father passed away, he left 10% of the company shares to me while I was Malaysian that time. Now, the new Company Directors would like to borrow money from bank that requires all share holders to sign the documents.
 
Appreciate your kind help to advise me below:
1) I am Non-Malaysian now. Can I still sign the documents as I had lost my Malaysian citizenship?
2) If I want to transfer my shares to my kid who is below 18 years old, what is the problem?
3) If I still keep my shares and able to sign all documents as (1), if company faces any financial problem such as bankruptcy, will I responsible for it? (if my shares are below 5%)
4) The company secretary proposes to me that I transfer my shares to other directors so that I hold less than 5% and will not have any responsibility if the company goes bankrupt. Is it true?
5) And, they also told me that I can transfer out my share to other directors, but the shares are still mine. If I can present the documents of Share transfer, I can anytime withdraw back without the need of approval from the person/director to whom I had transferred to. Is it true?
 
Appreciate your kind help to advise me, especially for (5).
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1 Answers

answered on Jul 13, 2017 at 21:49
by   jeff005
edited Jul 30, 2017 at 13:55
 
@ qiyue0711

Personal non-legal non-professional opinions.

requires all share holders to sign the documents.
Not accurate. Only the Directors (over 5%) need to.

1) Why ask again when your Singapore or Malaysian Company Secretary has advised you??
2) They are not at legal age to sign Financial Agreements.
3) All financial loans requires all Directors to be jointly and severally responsible. Even if your share is 1%, you are still responsible as you can be an appointed Director.
4) True.. if you did not sign any legal or financial loans. You are just <5% shareholder.
5) Think out of the Cubic Box. For the same token, if the company is profitable, the other person may not give you back. If the company is going to bankrupt, the other person can use this doc to make you be responsible. Malaysia and Singapore have bilateral arrangements that both Company Laws and Act are both "cross border" sue-able and jail-able for breaking laws.

Shareholdings under Proxy is not a game for small timers. The are many twists and turns. It depends of the value of the shares. Figure out why China bought over 49.9% of Proton. The other 0.2% shareholder(s) is the KING MAKER.. and this 0.2% is worth Million's.

What is the 10% in terms of value & turnover?

Singaporeans Company Secretaries are very good at playing with Company Laws and Act. But game over now... Malaysians are more legal wise in these matters nowadays.
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