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 Lawyer's Corner v2, One-stop centre for any legal queries

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nujikabane
post Feb 9 2012, 10:36 PM

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From: atas bawah kiri kanan

Hello all forumers, especially @dariofoo smile.gif

A question; 2 shareholders (let's call them AA & ZZ) enter into an agreement to set up a Sdn Bhd Co.
They agreed to pump the same amount of money.

However, AA doesn't have the money, so AA requests that ZZ pump the money on his behalf first, and AA promises to repay ZZ back.

So in the papers prepared by Co Sec, the share of both director's are 50:50, but in actual fact 100% money was pumped by ZZ.

Question; what are the avenues for ZZ to get the money back?
nujikabane
post Feb 10 2012, 12:19 PM

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QUOTE(dariofoo @ Feb 10 2012, 01:20 AM)
This is quite a common scenario. ZZ has a few options:

1) Deed of Trust - where AA agrees that he is holding 50% share as trustee on behalf of ZZ. This is followed up by blank transfer of shares forms duly executed by AA and kept by the Comp Sec.

2) A friendly loan agreement. No interest charged.

3) Blank transfer forms like in para (1), without Deed of Trust.
*
Thank You for the answer smile.gif

That means, in regards to blank transfer of share form, it can be done either with or without Deed of Trust?

& when you mention blank transfer of form, what does it mean actually?
nujikabane
post Feb 16 2012, 04:17 PM

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Good Day dariofoo smile.gif

A question, say that X & Y went to set up a Sdn Bhd company.
X suspected Y has embezzled/misappropriate company's funds.

What are the course of actions that X can take?

Please advice. Thanks
nujikabane
post Feb 16 2012, 11:11 PM

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^ Thanks a lot dariofoo for the information.

By the way, the company has only 2 directors, which are X & Y.

By the way, the company is due for its annual submission of audited financial report to the LHDN. However, since there is no one to check the account (as Y is withholding the financial record / the records were not kept properly), the audit cannot begin.

Question;

[1] Do X needs to inform LHDN of this?
[2] & winding up legal costs, should it be borne by both directors, or from the sales from the inventories of the company?

Kindly advise, and I thank you in advance for the time you took to understand & answer our (other forumers & I) questions.
nujikabane
post Mar 15 2012, 02:39 PM

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Hi dariofoo,

Legally speaking, can the company secretary refuses to disclose the company's secretarial documents, upon request by auditor?

Auditor has received formal appointment as auditor.


Kindly advice, & thanks in advance.
nujikabane
post Mar 16 2012, 12:23 PM

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QUOTE
Hi dariofoo,

Legally speaking, can the company secretary refuses to disclose the company's secretarial documents, upon request by auditor?

Auditor has received formal appointment as auditor.
Kindly advice, & thanks in advance.
QUOTE(dariofoo @ Mar 16 2012, 01:14 AM)
What do you mean by  the company's secretarial documents? Example?
*
Thanks for replying.

Company secretarial documents:

e.g registers of directors
registers of members
records of resolutions
registers of secretaries

We have appointed the company sec to handle the sec matters, but upon request by auditors to furnish the documentation,
the company sec has refused to do so.

Is it legal?
& if it not, how do I go about this matter?

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