Corporate Governance Legal Solutions in Malaysia
In today’s fast-changing business environment, good governance is not optional—it’s essential. At the heart of every successful company lies a clear and enforceable legal framework that defines how decisions are made, who is responsible, and how conflicts are resolved.
At The Law Chambers of Gurvin, we provide corporate governance legal services that help Malaysian businesses maintain operational integrity, attract investors, and comply with regulations. Whether you’re forming a new company, bringing in shareholders, or appointing directors, we ensure your internal structures are watertight and future-proof.
1. Memorandum of Understanding (MoU)
An MoU is often the first step in forming partnerships or launching new ventures. It captures mutual intentions, outlines collaboration goals, and sets the tone for formal contracts. It can be legally binding or non-binding—depending on how it’s drafted.
What’s Typically Included:
Parties’ identities and shared business goals
Scope of collaboration or investment
Timeline for negotiations or deal finalization
Confidentiality, exclusivity, and non-solicitation terms
Legal enforceability clauses (if required)
Common Use Cases:
Cross-border partnerships or international expansions
Local business collaborations prior to a joint venture
NGO or government agency engagements with businesses
Early-stage tech or startup alliances
An MoU sets clear expectations and builds trust—reducing ambiguity during deal-making.
2. Shareholders Agreement
A Shareholders Agreement is the cornerstone of strong corporate governance. It governs ownership rights, decision-making processes, profit-sharing mechanisms, and exit strategies. It protects the company from internal disputes and aligns all stakeholders toward common goals.
Key Clauses We Customize:
Share allocation and ownership structure
Voting rights and board representation
Dividend policy and capital injection requirements
Exit options, right of first refusal, and share buy-back terms
Tag-along / drag-along clauses for minority/majority protection
Dispute resolution (mediation, arbitration, or court)
Restrictions on transfer of shares to outsiders
Best For:
Private limited companies (Sdn Bhd) with multiple founders
Family businesses with generational planning
Companies raising capital from angel investors or VCs
Corporate restructurings or merger preparations
Having a robust shareholders’ agreement in place prevents deadlocks and power struggles while enhancing investor confidence.
3. Director’s Appointment Agreement
Directors are the custodians of corporate governance. A Director’s Appointment Agreement clearly defines their role, powers, liabilities, and expectations, helping protect both the company and the individual director from misunderstandings and legal risks.
Important Provisions We Include:
Duties and responsibilities under Companies Act 2016
Term length, renewal options, and grounds for removal
Board meeting obligations and voting procedures
Compensation structure (fees, benefits, reimbursement)
Indemnity, liability, and Directors & Officers (D&O) insurance
Non-compete, confidentiality, and IP clauses
Conflict of interest disclosure requirements
Use Cases:
Appointing executive or non-executive directors
Bringing in nominee directors from investors or stakeholders
Formalizing board governance for compliance or IPO readiness
International businesses entering the Malaysian market
A detailed agreement ensures directors act in the company’s best interest while protecting them from personal legal exposure.
Why Corporate Governance Legal Solutions Matters?
Why Corporate Governance Legal Solutions Matters?Strong governance doesn’t just protect your business—it helps it grow.
✅ Attract Investors: Institutional investors and VCs expect robust governance documents
✅ Prevent Disputes: Reduce costly legal battles and boardroom conflicts
✅ Comply with Law: Stay aligned with Companies Commission of Malaysia (SSM) and regulatory requirements
✅ Protect Minority Rights: Balance power between founders, investors, and silent shareholders
✅ Enable Succession: Ensure business continuity and generational transition
💼 Why Choose Us?
🧑⚖️ Corporate Law Experts – We’ve advised directors, founders, and investors across diverse sectors
📄 Custom Drafting – No recycled templates—only tailored agreements that suit your business goals
🔍 Detail-Oriented – We cover every angle, from shareholding dynamics to conflict management
🚀 Startup & SME Friendly – We simplify legal terms and make governance practical for growing businesses
💡 FAQs
Q: Do I need a Shareholders Agreement if I have only two partners?
Yes. Disagreements between two equal shareholders can create deadlocks. A Shareholders Agreement can pre-define solutions or third-party mediation options.
Q: Can an MoU be used instead of a contract?
In some cases, yes. However, an MoU is usually the first step toward a binding contract. We can advise you on how enforceable your MoU should be.
Q: Are directors personally liable for business debts?
Generally no, but they can be held liable if they breach their duties or act negligently. A clear Director Appointment Agreement can reduce that risk.
Contact Us for Quotation and Discount.
Don’t leave your company’s future to chance. Set up a strong governance framework that supports decision-making, avoids disputes, and protects your team.
📞 Contact us now for a free consultation with our legal team and get your business contracts professionally drafted.
🔍 Need a solid Corporate Governance Legal Solutions?We prepare Shareholders Agreements, MoUs, and Directors’ contracts that comply with Malaysian law. Contact The Law Chambers of Gurvin today. Contact us at below Whatsapp Button for Quotation and Discount.