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A Shareholder Resolution is a formal decision made by a company's shareholders at general meetings under Malaysian company law. It lets shareholders vote on important company matters like appointing directors, changing the company constitution, or approving major transactions.

Under the Companies Act 2016, these resolutions come in two main types: ordinary resolutions need more than 50% approval, while special resolutions require at least 75% of voting shares to pass. Small private companies in Malaysia can also pass resolutions by written agreement, without holding a physical meeting, as long as all shareholders sign off.

Use Shareholder Resolutions when your company needs formal approval for major business decisions in Malaysia. Common triggers include issuing new shares, changing director compensation, approving significant asset sales, or modifying your company's constitution. Malaysian law requires these resolutions for corporate restructuring, mergers, or when entering substantial financial commitments.

Many Malaysian companies also use these resolutions for strategic changes like expanding into new business lines, adopting share buyback programs, or appointing key management positions. The Companies Act 2016 specifically mandates shareholder approval through resolutions for certain transactions above value thresholds or when dealing with related party transactions.

• Ordinary Resolution Of Shareholders: Most common type requiring simple majority (>50%) for routine matters like dividend approval or director appointments
• Members Written Resolution: Allows decision-making without physical meetings, ideal for private companies with fewer shareholders
• Annual General Meeting Resolution: Specific format for decisions made at AGMs, covering yearly business like financial statements and auditor appointments
• Board Resolution For Approval Of Shareholders Agreement: Used to formally accept new or amended shareholder agreements
• Board Resolution For Loan From Shareholder: Specialized format for approving shareholder loans to the company

• Shareholders: Primary users who vote on and approve resolutions, including majority and minority shareholders in Malaysian companies
• Company Directors: Implement resolutions, ensure compliance with decisions, and often propose resolutions for shareholder consideration
• Company Secretary: Drafts resolution documents, maintains records, and ensures proper filing with SSM (Companies Commission of Malaysia)
• Legal Counsel: Reviews resolution language, ensures compliance with Companies Act 2016, and advises on legal implications
• Corporate Advisors: Guide companies through complex resolutions, especially for listed companies dealing with Bursa Malaysia requirements

• Company Details: Gather accurate company name, registration number, and registered address from SSM records
• Meeting Information: Confirm meeting date, venue, and quorum requirements per company constitution
• Resolution Type: Determine if ordinary or special resolution based on Companies Act 2016 requirements
• Shareholder Data: List all voting shareholders, shareholding percentages, and voting rights
• Supporting Documents: Collect relevant financial statements, agreements, or reports referenced in resolution
• Draft Review: Our platform generates legally-sound resolutions, ensuring compliance with Malaysian law while reducing drafting errors

• Title and Date: Clear identification as Shareholder Resolution with meeting date and company details
• Resolution Type: Specify if ordinary or special resolution as per Companies Act 2016
• Meeting Details: Note quorum presence, meeting type, and proper notice given
• Resolution Text: Clear statement of decision using "RESOLVED THAT" format
• Voting Results: Record number of votes for/against and confirmation of passing threshold
• Authentication: Chairman's signature, company seal if required, and date of signing
• Compliance Note: Our platform automatically includes all these elements in Malaysian-law-compliant templates

A key distinction exists between a Shareholder Resolution and a Board Resolution in Malaysian corporate governance. While both are formal decision-making tools, they serve different purposes and involve different stakeholders.

• Decision-Making Authority: Shareholder Resolutions require approval from company shareholders and deal with major corporate matters like constitutional changes or share issuances. Board Resolutions reflect decisions made by directors for day-to-day management
• Voting Requirements: Shareholder Resolutions need specific majority thresholds (50% or 75%) under the Companies Act 2016, while Board Resolutions typically require simple board majority
• Filing Requirements: Certain Shareholder Resolutions must be filed with SSM within specified timeframes. Board Resolutions generally don't require external filing
• Scope of Matters: Shareholder Resolutions handle fundamental changes affecting ownership rights, while Board Resolutions cover operational decisions within directors' powers