Hi guys, I have a question regarding of selling my family business sdn bhd private shares. I will probably lawyer up next year but before that i would like to have some insights. If there is any lawyer that can answer my question I will be very grateful.

Here's the story-
My father has passed away for years now but under his will, me and my brother are the owner of the private shares. The current problem is we are no longer in contact with my father side of relatives ever since he passed away and my mom are also not having a good relationship with them and has completely cut off communication. But every year the company did sent us the financial report and the notice of annual general meeting (though we never attend even once due to the reason above). Honestly the shares that my father used to hold may seems not a lot to the company but still it is a lot of money. We have not once received any dividend payouts as well throughout the years.

The shares we're holding right are completely useless to us. In this case, we would like to sell them back to the company or existing shareholders (which are my uncles). I am aware of some of the options that we have such as Offer to Existing Shareholders, Sell Back to the Company (Share Buyback), Bring in a New Investor etc. If all the options above fail and the company refuses to buy or there is no buyer at all, are there any chance that the lawyer can sort of force the company to buy back the shares?

Also, if possible can the lawyer help us settle everything from his side as me and my mom would don't want to have any interaction with the family at all. They are very toxic and shitty people.

Or are there any better options to pursue?

EDIT- we own around 10% of the stocks and it's a profitable company.

Thank you in advance

This post has been edited by HumanExtinction: Sep 13 2025, 02:52 AM

Honestly the shares that my father used to hold may seems not a lot to the company but still it is a lot of money. We have not once received any dividend payouts as well throughout the years.

so its profitable company every year? whats the % you are holding.. do they declare dividend?

So far profitable as its a big company, around 10%, after covid no but before that yes and we did not receive any.

but they did declare dividend? if yes, the company still owes you the money. but the other shareholders probably use other way to withdraw the profits.. can take by salary, claims, n other benefits.. i guess one of u needs to be in touch with the uncles to suggest a sale

I think you should at least try to attend annual general meeting because it can make it formal and discuss all your issue above. If the discussion still fail, then you may proceed with sue them under oppression act.

The right person to help your family now is the Company Secretary. The lawyer that U engage will also have to go through the Co Sec.

Post all your questions here to the Co Sec and hear it out.

In case U are not sure who the Co Sec, the details are in the yearly Audited Report that U received.

If that fails, then U come back to share what transpired during the meeting.

Right now, U are getting answers here that doesn't help U to resolved the matters because of the missing info.

The only thing I can say ... If the Co Sec is impartial ....your problem can be resolved amicably.

This post has been edited by mini orchard: Sep 13 2025, 10:56 AM

Thanks all for the advice

What company?

Hi TS, as a shareholder, it is important for you to read the Audited accounts and attend the AGM if you csn.

here is a few general pointers

1) what is the share capital of the company and the net assets of the company

2) what is the profit after tax of the company for the past
6 years

3) how many classes of shares does the company have, ie are all shares the same

4) if the company is profitable, why hasn't the company declared dividends

5) are there a lot of related party transactions in the company, hiring family members as Management

all the above should be disclosed in the Audited accounts

you should ask your relatives to buy out your shares

at minimum, you should value your potion based on 10% of the net asset of the company

you can add premium of 10% to 20% if you are good at bargaining

else use the multiple of profits

what is the PAT of the company

use multiple of say 5x as minimum starting point

Write to your cosec that you intend to sell off your Ordinary Shares. See how she advises you.

I would presume you are the Ordinary Shareholder holding 10% and not Preference Shareholder or other type of shareholders here.

A few route, 1. Selling to existing shareholders (but may have pre-emptive rights and they might refuse to take it) 2. Seek third party to buy it - but requires approval 3. Legal remedies if there is oppression as minority shareholders - since you said you didn't receive the dividend (Seek lawyer for this).

Regarding the dividends, under the new Companies Act 2016, Dividends are approved at Board level, not at Shareholders level (AGM) anymore, but you will receive the dividend as an Ordinary Shareholder by right if the Board approves it. Give a read at the Audited Accounts Directors' Report section - it should highlight the current and immediate past financial year (or notes to the financial statement if you able to read it).

Regarding the AGM, is it physical meeting or paper meeting (most Malaysian Sdn Bhd practices this)? If paper, usually every year the cosec will send you hardcopy/softcopy of the Year End Matters / AGM resolutions to approve. If by paper meetings, you can sort out all this and sell the shareholdings without even meeting your uncles. You just deal with the cosecs and sign Members' Resolutions.

This post has been edited by xCM: Sep 13 2025, 05:30 PM

I believe you would like to know how much roughly it worth before starting telling cosec you want to sell.

Get all yr audited account and look for qualify accountant, get their advice roughly what the company worth or how much yr father put in the $$ in this company.

From there at least you got a figure or amount to negotiate. Tell yr cosec to inform other shareholders you willing to sell off yr portion and request for offer.

Normally if there is fixed asset like building/machine/car or got long term contact, then it may worth some $$

If there is little or no fixed asset, with yr 10% Shareholding, you can't do much. They might dilute yr Shareholding further or just abandoned this company and setup a new company and transfer all business.

You need to play yr card right, seek yr own proper accountant and cosec for advice if you think cosec is on their side.

If you just want this chapter to close, then listen to their offer and if ok, just sell it off in good term with them