Malaysian Counsel - Practial insights on law, contracts & compliance

Company Law Compliance

Practical Guide to Directors’ Duties and Powers Under the Companies Act 2016

Directors play a crucial role in managing companies in Malaysia, but their powers come with significant legal responsibilities. This article explains the key duties, powers, and obligations of directors under the Companies Act 2016, including fiduciary duties, conflicts of interest, board decision-making, and corporate governance requirements. Understanding these rules helps directors minimise legal risks and ensure compliance.

Contracts

When Are Family Agreements Legally Binding?

Not every promise made between family members is legally enforceable. In Malaysian contract law, courts generally presume that domestic agreements lack the intention to create legal relations. This article explores the legal principles behind family arrangements, key cases and situations where a family agreement can become a binding contract.

Employment

When Workplace Bullying Becomes Unfair Dismissal: Industrial Court Rules Against American Express Malaysia

The Industrial Court recently ruled that American Express Malaysia had dismissed an employee without just cause or excuse after years of alleged workplace bullying and retaliatory disciplinary action. The case highlights how Malaysian courts assess poor performance dismissals, workplace harassment, warning letters, and employer obligations under the Industrial Relations Act 1967. The employee was ultimately awarded RM153,200 in compensation and back wages.

Employment

The Rights of a Probationary Employee in Malaysia

Many employees in Malaysia wrongly assume that probationary staff can be dismissed without protection. This article explains the legal rights of probationers under Malaysian employment law, including protection against unfair dismissal, an employer’s duty to act fairly, and when the Industrial Court may intervene. It also discusses performance issues, confirmation of employment, and common misconceptions about probationary employment.

Company Law

Holding Company vs Subsidiary: What’s the Difference?

Understanding the difference between a holding company and a subsidiary is important for business owners in Malaysia. This article explains how corporate group structures work under the Companies Act 2016, including concepts such as ultimate holding companies, wholly-owned subsidiaries, and related corporations. It also explores why businesses use these structures for expansion, asset protection, and risk management.

Contracts

A Practical Guide To Share Sale Agreements

A Share Sale Agreement is one of the most important documents in any corporate acquisition in Malaysia. This guide explains how share sales work, the due diligence process, key clauses commonly found in a Share Sale Agreement, and the legal risks buyers and sellers should understand before completing a transaction.

Company Law

A Simple Guide to Private Companies

Private companies in Malaysia are mainly structured as companies limited by shares, limited by guarantee, or unlimited companies under the Companies Act 2016. Most businesses operate as Sdn Bhd companies due to limited liability and flexibility. This article explains each structure in simple terms, helping entrepreneurs understand how liability, profit distribution, and legal obligations differ between private company types.

Banking & Finance

Digital Banks in Malaysia: What Are They?

Digital banks are rapidly reshaping Malaysia’s financial landscape. From app-based banking services to fully online Islamic banks, consumers now enjoy faster and more accessible financial solutions. This article explains what digital banking is, how Bank Negara Malaysia regulates digital banks, and why these new institutions may change the way Malaysians manage money, savings, payments, and financing in everyday life.

Employment

Understanding the Difference Between the Industrial Court and Labour Court in Malaysia

The Industrial Court and Labour Court in Malaysia serve different functions in resolving employment disputes. While the Industrial Court mainly handles unfair dismissal and industrial relations matters, the Labour Court deals with statutory employment claims such as unpaid wages, overtime, and leave entitlements. Understanding the distinction is important because filing a claim in the wrong forum can affect how efficiently a dispute is resolved.

Contracts Employment

Contract of Service vs Contract for Service: What’s The Difference?

The difference between a contract of service and a contract for service is one of the most important distinctions in Malaysian employment law. It determines whether a worker is legally recognised as an employee entitled to statutory protections such as EPF, SOCSO, and unfair dismissal claims, or merely an independent contractor with limited legal rights under employment legislation in Malaysia.

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