tiktok³ÉÈ˰æ

Silent Shareholder Agreement Template for Malaysia

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Silent Shareholder Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Silent Shareholder Agreement

"I need a Silent Shareholder Agreement for my Malaysian tech startup where an angel investor will invest RM 500,000 for a 15% stake but wants no involvement in day-to-day operations, with profit distribution to occur quarterly starting March 2025."

Document background
The Silent Shareholder Agreement is a crucial document for Malaysian businesses seeking passive investment while maintaining clear management control. This agreement is particularly relevant when companies want to raise capital without diluting operational control, or when investors prefer to maintain a purely financial interest without management responsibilities. The document complies with Malaysian Companies Act 2016 requirements and addresses key aspects such as investment terms, profit distribution, information rights, and exit mechanisms. It's commonly used in private companies, family businesses, and startups where clear delineation between active and passive investors is essential. The agreement provides legal certainty for both parties by clearly defining roles, rights, and obligations while protecting the interests of both the silent shareholder and the company's management.
Suggested Sections

1. Parties: Identification of the active shareholders, silent shareholder(s), and the company

2. Background: Context of the agreement, including company information and purpose of the silent shareholder arrangement

3. Definitions: Key terms used throughout the agreement

4. Investment Amount: Details of the silent shareholder's capital contribution and payment terms

5. Profit Sharing and Distribution: Framework for calculating and distributing profits to the silent shareholder

6. Rights and Limitations of Silent Shareholder: Clear delineation of the silent shareholder's rights and restrictions on involvement in management

7. Management and Control: Confirmation that management control remains with active shareholders

8. Information Rights: Silent shareholder's rights to financial information and company reports

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Transfer Restrictions: Limitations on transferring the silent shareholder's interest

11. Term and Termination: Duration of the agreement and circumstances for termination

12. Exit Provisions: Mechanisms for the silent shareholder to exit the arrangement

13. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for disputes

Optional Sections

1. Tag-Along Rights: Used when the silent shareholder wants the right to join in any sale by major shareholders

2. Drag-Along Rights: Include when majority shareholders want the right to force the silent shareholder to join in a sale

3. Anti-dilution Protection: Include when the silent shareholder requires protection against future share issuances

4. Right of First Refusal: Optional provision giving existing shareholders first right to purchase if silent shareholder wishes to sell

5. Put Option: Include when the silent shareholder wants the right to force the company/other shareholders to buy their shares

6. Call Option: Used when the company wants the right to buy out the silent shareholder under specific circumstances

7. Deadlock Resolution: Include when specific voting rights are granted to silent shareholder in extraordinary circumstances

8. Non-Compete Clause: Include when there's a need to restrict the silent shareholder from competing activities

Suggested Schedules

1. Schedule 1: Company Information: Detailed company information including registration details, share capital structure, and existing shareholders

2. Schedule 2: Investment Details: Specific terms of the investment including amount, payment schedule, and valuation details

3. Schedule 3: Profit Calculation Method: Detailed methodology for calculating distributable profits and silent shareholder's share

4. Schedule 4: Information Rights Details: Specific financial reports and information the silent shareholder is entitled to receive

5. Schedule 5: Exit Valuation Methods: Agreed methods for valuing the silent shareholder's interest upon exit

6. Appendix A: Shareholders' Resolution: Copy of shareholders' resolution approving the silent shareholder arrangement

7. Appendix B: Board Resolution: Copy of board resolution approving the silent shareholder arrangement

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




























Clauses






























Relevant Industries

Technology Startups

Real Estate

Manufacturing

Food and Beverage

Retail

Professional Services

Healthcare

Education

Construction

Agriculture

Family Businesses

Small and Medium Enterprises

Relevant Teams

Legal

Finance

Corporate Governance

Executive Leadership

Investment

Risk Management

Company Secretariat

Board of Directors

Shareholder Relations

Compliance

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Director

Managing Director

Investment Manager

Legal Counsel

Corporate Lawyer

Company Secretary

Finance Director

Business Development Manager

Private Equity Manager

Venture Capital Manager

Investment Advisor

Corporate Governance Officer

Risk Management Officer

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Restaurant Shareholder Agreement

A Malaysian law-governed agreement defining shareholder rights and responsibilities in a restaurant business, including ownership, management, and operational provisions.

find out more

Share Allocation Agreement

A Malaysian law-governed agreement that documents and formalizes the allocation of company shares to specified recipients, outlining terms, conditions, and regulatory compliance requirements.

find out more

Shareholder Resignation Agreement

A Malaysian law-governed agreement that documents a shareholder's resignation and share transfer process, including all related terms and obligations.

find out more

Shareholder Agreement Closely Held Corporation

A Malaysian law-governed agreement establishing rights and obligations between shareholders in a closely held corporation, including governance and share transfer provisions.

find out more

Mou For Shareholders Agreement

A preliminary agreement under Malaysian law outlining key terms for a future shareholders agreement, setting the framework for corporate ownership and governance arrangements.

find out more

Simple Stock Purchase Agreement Between Shareholders

A Malaysian law-governed agreement for the transfer of shares between existing shareholders of a private company, outlining sale terms and regulatory compliance requirements.

find out more

Shareholder Dissolution Agreement

A Malaysian law-governed agreement that formally documents the dissolution of shareholder relationships and associated settlements.

find out more

Private Company Shareholder Agreement

A Malaysian law-governed agreement establishing rights, obligations, and relationships between shareholders in a private company.

find out more

Loan Agreement Shareholder To Company

A Malaysian law-governed agreement establishing terms for a shareholder to provide a loan to their company, including loan amount, interest, and repayment conditions.

find out more

Share Redemption Agreement

A Malaysian law-governed agreement outlining terms and conditions for a company's redemption of shares from its shareholders.

find out more

Venture Capital Shareholders Agreement

A Malaysian law-governed agreement defining the relationship between venture capital investors, shareholders, and the company, including investment terms and governance structures.

find out more

Shareholder Separation Agreement

A Malaysian law-governed agreement detailing the terms and process for a shareholder's exit from a company, including share transfer terms and ongoing obligations.

find out more

50 50 Shareholder Agreement

A Malaysian law-governed agreement establishing rights and obligations between two equal (50%) shareholders, including governance and deadlock resolution mechanisms.

find out more

Shareholder Sale Agreement

A Malaysian law-governed agreement documenting the sale and transfer of shares between shareholders, including terms, conditions, and warranties.

find out more

Shareholder Operating Agreement

A Malaysian law-governed agreement that defines shareholder relationships, rights, and company operational framework in accordance with the Companies Act 2016.

find out more

Share Purchase Agreement Between Shareholders

A Malaysian law-governed agreement for the transfer of shares between existing shareholders of a company, outlining sale terms and conditions.

find out more

Directors Agreement

A Malaysian law-governed agreement establishing the terms and conditions of a director's appointment and duties to a company.

find out more

Shareholder Withdrawal Agreement

A Malaysian law-governed agreement detailing the terms and process for a shareholder's withdrawal from a company, including share transfer and settlement terms.

find out more

Silent Shareholder Agreement

A Malaysian law-governed agreement establishing terms and conditions for silent shareholder investment, including rights, obligations, and profit-sharing arrangements.

find out more

Shareholder Termination Agreement

A Malaysian law-governed agreement that formalizes a shareholder's exit from a company, including share transfer terms and mutual obligations.

find out more

Shareholder Contract

A Malaysian law-governed agreement defining rights, obligations, and relationships between company shareholders, including ownership, management, and operational provisions.

find out more

Unanimous Shareholder Agreement

A Malaysian law-governed agreement establishing comprehensive rights and obligations between all shareholders of a company, requiring unanimous consent.

find out more

Minority Shareholder Agreement

A Malaysian law-governed agreement establishing minority shareholder rights and protections in a company.

find out more

Family Business Shareholders Agreement

A Malaysian law-governed agreement establishing governance and succession framework for family-owned businesses.

find out more

Small Business Shareholder Agreement

A Malaysian law-governed agreement establishing rights and obligations between shareholders in a small business, ensuring clear governance and protection for all parties.

find out more

Shareholders Agreement Transfer Of Shares

A Malaysian law-governed agreement documenting the terms and conditions for the transfer of shares between shareholders, ensuring legal compliance and protecting all parties' interests.

find out more

Stakeholders Agreement

A Malaysian law-governed agreement defining rights, obligations and relationships between company stakeholders.

find out more

Proxy Shareholder Agreement

A Malaysian law-governed agreement appointing a proxy to act on behalf of a shareholder in corporate matters, including voting rights and decision-making authority.

find out more

Shareholders Agreement For Private Limited Company

A Malaysian law-governed agreement defining rights, obligations, and relationships between shareholders in a private limited company (Sdn Bhd).

find out more

Shareholder Support Agreement

A Malaysian law-governed agreement establishing shareholders' commitments to support company actions and voting arrangements, ensuring aligned corporate governance.

find out more

Founder Shareholder Agreement

A Malaysian law-governed agreement establishing rights, obligations, and relationships between founding shareholders of a company.

find out more

Entrusted Shareholding Agreement

A Malaysian law-governed agreement establishing a trust arrangement for share ownership, defining rights and obligations between an entrusted shareholder and beneficial owner.

find out more

Share Subscription And Shareholders Agreement

A Malaysian law-governed agreement combining share subscription terms and shareholders' rights and obligations, used for investment and corporate governance purposes.

find out more

Partnership Shareholder Agreement

A Malaysian law-governed agreement that establishes the rights, obligations, and relationships between business partners who are also shareholders in the company.

find out more

Startup Shareholder Agreement

A Malaysian law-governed agreement establishing rights and obligations between startup shareholders, aligned with the Companies Act 2016.

find out more

Share Contribution Agreement

A Malaysian law-governed agreement documenting the contribution of shares from one party to another, including terms, conditions, and compliance requirements under Malaysian corporate law.

find out more

Employee Shareholder Agreement

Malaysian-law governed agreement establishing terms for employee share ownership, including rights, obligations, and transfer restrictions.

find out more

Shareholder Subscription Agreement

A Malaysian law-governed agreement detailing terms and conditions for new share subscription, including price, quantity, and completion requirements.

find out more

Shareholder Transfer Agreement

A Malaysian law-governed agreement facilitating the transfer of shares between shareholders, including terms of sale, warranties, and completion requirements.

find out more

Shareholder Purchase Agreement

A Malaysian law-governed agreement documenting the sale and purchase of shares between shareholders, including terms, conditions, and regulatory compliance requirements.

find out more

Sales Of Shares Agreement

Malaysian-law governed agreement for the sale and transfer of company shares between parties, including terms, conditions, and warranties.

find out more

Nominee Shareholder Agreement

A Malaysian law-governed agreement establishing the terms under which a nominee shareholder holds and manages shares on behalf of a beneficial owner.

find out more

Amended And Restated Shareholders Agreement

A Malaysian law-governed agreement that revises and consolidates existing shareholders' rights and obligations, replacing previous shareholder arrangements.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.