I face some problem during the buy sell of sendirian berhad & need some advice urgently.
I owned a company since June 2011. Year 2012 did the 1st audit, year 2013 did the 2nd audit. Afterwards, there is no business transaction during year 2014 & hence i sell it off to a new buyer through advertisement on July 2014. The new buyer wanted to appoint his new secretary & hence we agreed to let the new secretary to proceed the buy sell transaction (appointment of new shareholder & new director).
According to my existing co-sec, usually they will submit the change of co sec & appointment of new shareholder & new director, then proceed with secretarial file & common seal transfer lastly.
However, the new secretary just submit the change of co sec request & refuse to submit the appointment of new director to SSM until now (SSM system haven't update him as my companye new co-sec yet). The new co sec request me to transfer the secretarial file & common seal to him, in order to proceed to submit the appointment of new director to SSM.
The new co sec & new buyer are insist my side to transfer the secretarial file & common seal to him first. Otherwise they won't proceed to appointment of new director request to SSM. I request new buyer & new co sec to give me a timeframe that when can the appointment of new director being completed after i transfer the file & common seal to their side, they reply with me that they will take legal action if i don't transfer the file & common seal to them in 7 days.
I request the new co sec request to resign as co-sec now, then i will appoint my ex-co sec to proceed with buy sell process. The new co-sec request my company to pay him RM2k fees
Below are my worries & enquiries,
1) should i transfer the secretarial file & common seal to the new co sec now? or should i wait the new co sec to submit the appointment of new director first?
2) My worries is what if the new co sec refuse to submit the request of appoinement of new director to SSM after i have transferred the secretarial file & common seal to him? What i can do & will i face any risk? Can the new co sec or new buyer use the company common seal to do anything illegal (while i am still remain director in the company)?
Looking forward any expert to give help & advice on my enquiry.
382 Views ⚫ Asked 4 Years Ago
asked on Oct 6, 2014 at 03:50
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The best and fastest way is to go to SSM YOUSELF and ask. Lawyers and lawyers have their ways. Co Sec and Co Sec sama juga.
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answered on Oct 9, 2014 at 10:48
If the director names are not transferred, how are the new people going to open a bank account for the company? They will want to transfer names very soon.
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