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Topic 1: INTRODUCTION
A. OVERVIEW
a. The law
b. The regulatory body
a. The law
CCM
Securities Commission
Bursa Malaysia Securities Berhad
UCL/UCO3612
PREPARED BY DARINA JOHARI, FOL, MMU, MELAKA© TRI 1, 1718
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D. CLASSIFICATION OF COMPANIES
a. by liability
d. by place of Classification
incorporation of b. by public status
companies
c. by its relationship
with other companies
UCL/UCO3612
PREPARED BY DARINA JOHARI, FOL, MMU, MELAKA© TRI 1, 1718
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a. By liability
By liability
limited unlimited
liability liability
limited by limited by
shares guarantee
S. 10(1) CA
What is limited liability?
A privilege granted to shareholders of a company.
S. 435 CA: the extent of contribution that must be made by a member
towards the liability of a company in the event the company is wound up.
S 435(2)(b) : contributions to be made limited to the unpaid amount.
c/- Tan Tien Kok v Medical Specialist Centre (JB) s/B [1994] 3 MLJ
469 : surcharge imposed by the Defendant was contrary to the concept
of limited liability of the act. Relevant section – s 214(1)(d) CA 1965
which is equivalent to S 435(2)(b).
o Definition : S. 10(2) CA
o Requirement of the word ‘Berhad’ / ‘Bhd’ : S. 25 CA
o Enjoys the privilege of limited liability – upon winding up of the
company, the liability of the shareholders is limited up to the
unpaid amount of the shares only.
UCL/UCO3612
PREPARED BY DARINA JOHARI, FOL, MMU, MELAKA© TRI 1, 1718
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o Definition : s. 10(4) CA
o Upon winding up, members of unlimited company are liable for the
debts of the company if the company has insufficient assets to
meet its debts.
o Rare type of company
o S. 25 CA: Name to have ‘Sendirian’ or Sdn
Private company
UCL/UCO3612
PREPARED BY DARINA JOHARI, FOL, MMU, MELAKA© TRI 1, 1718
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Public Company
o Definition: S. 2(1) CA
o S. 2
o S. 11(2) CA: A company limited by guarantee shall be a public
company
o S. 11(1) & (3) CA
o A public company shall have no restriction on transfer of shares.
UCL/UCO3612
PREPARED BY DARINA JOHARI, FOL, MMU, MELAKA© TRI 1, 1718
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d. By place of incorporation
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UCL/UCO3612
PREPARED BY DARINA JOHARI, FOL, MMU, MELAKA© TRI 1, 1718