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  • Writer's pictureRajvin Singh Gill

Mergers & Acquisitions: Checklist of Approvals to be obtained

When commencing an M&A transaction, determining the necessary approvals and notifications for the deal can aid in organizing the workflow and establishing a timeline.

These approvals and notifications mainly pertain to changes in control, shareholders, shareholding, or directors of the company being targeted.

  1. Complying with regulatory requirements by obtaining approvals from relevant authorities. For example, acquiring shares in a company involved in banking or insurance necessitates prior written approval from the Central Bank of Malaysia if the acquisition surpasses the thresholds specified under the Financial Services Act 2013.

  2. Securing approvals from directors and shareholders of both the selling and buying entities (if they are corporations) for the transaction. Shareholders' approval may not always be mandatory, as it depends on factors like the respective constitutions and shareholders' agreements (if any) of the involved parties. In cases of public companies listed on Bursa Malaysia, shareholders' approval is obligatory if the transaction exceeds the thresholds prescribed under the Listing Requirements.

  3. Obtaining the target company's directors' approval for the transfer of shares from the seller to the buyer.

  4. Seeking approval or waiver from shareholders who choose not to sell their shares in the target company. This is in accordance with the terms specified in the shareholders' agreement or constitution, if applicable.

  5. Gaining approvals or notifying banks and other financiers about the changes in control, shareholders, shareholding, or directors of the target company, as stipulated in the financing documents.

  6. Receiving approvals or notifying counterparties as outlined in the terms of agreements.

  7. Obtaining approvals or notifying relevant authorities based on the conditions of licenses, permits, and approvals granted to the target company by these authorities

Other approvals may also pertain to the following:

  • Antitrust and Competition Clearances: Depending on the jurisdictions involved and the size of the transaction, antitrust or competition authorities may need to review and approve the merger or acquisition to ensure it doesn't create a monopoly or significantly reduce competition in the market

  • Environmental and Regulatory Approvals: In cases where the target company operates in industries with significant environmental impact, there might be a need to obtain environmental and regulatory approvals

  • Consent from Landlords or Real Estate Owners: If the target company leases its premises or operates on properties owned by third parties, obtaining their consent in certain cases for the transfer of the lease or change in ownership may be required.

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