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When a ‘Licensing Agreement’ Turns Illegal: The Franchise Law Disaster You Must Learn From
How a Franchise Dispute Cost Business Owners and What You Can Learn From It In a recent Malaysian court case, several franchisees (business owners who paid to run a franchise) sued the franchisor (the company offering the franchise) and their lawyer over a failed...
Profit Reinvestment Clauses: The Shield Against Chaos in Your Shareholders Agreement
What is a Profit Reinvestment Clause? This clause specifies: How much profit is reinvested into the business (e.g., 60% reinvested, 40% paid as dividends). What the reinvested funds can be spent on (e.g., R&D, equipment, hiring). How decisions about reinvestment...
The Importance of ESG in SMEs and How Lawyers Can Help
In today’s rapidly evolving business landscape, Environmental, Social, and Governance (ESG) factors have emerged as critical components for sustainable growth. While large corporations have long embraced ESG principles to enhance their reputation and meet regulatory...
Good Leaver / Bad Leaver Provisions in Shareholders Agreements: Ensuring Fairness and Clarity
One of the most overlooked yet critical aspects of a shareholders agreement is the inclusion of Good Leaver / Bad Leaver provisions . These clauses address what happens when a shareholder leaves the company—whether in good terms or in bad terms —and how their shares...
Why Drag-Along Clauses in Shareholders Agreements Are Critical for Startups Raising Capital
When startups seek external funding, they often bring in investors (such as venture capitalists, angel investors, or private equity firms) who acquire minority stakes in the company. These investors typically have different goals and expectations compared to the...
How a Minority Can Hold the Majority Hostage: Drag Along Clause in Your Shareholders Agreement
In corporate governance, power dynamics between majority and minority shareholders can sometimes lead to unexpected challenges. While the majority typically holds control over decision-making, there are scenarios where a minority shareholder—or group of minority...
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