Capital Market Director Programme

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Companies Bill 2015: Changes and Impact on Company Directors

Date: 1 June 2016, 9.00am - 5.00pm
Venue: Sentral Ballroom B, Level 6, Hilton Kuala Lumpur
Accreditation: 10 SIDC CPE Points
 
On 2 July 2013, the Companies Commission of Malaysia (“CCM”) released an exposure draft of the long awaited Companies Bill 2015 (“the Bill”) for public consultation. The Bill consists of 631 clauses and 12 schedules as compared to the Companies Act 1965 (“CA”) which is made up of 449 sections and 10 schedules. The Bill will usher in many changes to the principal legislation that governs the formation, operation and regulation of companies in Malaysia. 
 
The programme aims to provide an insight into the Companies Bill 2015 and the changes to the laws which govern the corporate bodies and its board of directors. In view of the Companies Bill 2015 coming into force and its reforms to our corporate landscape, it is pertinent that company directors keep abreast of the forthcoming changes and its impact on them.  

Who Should Attend

Participation is only for CMDP alumni and on a complimentary basis. 

  • Programme Delivery

    Programme Objective

    The objective of this programme is to acquaint participants with a good understanding of the changes and new laws of the Companies Bill 2015, especially those affect company directors. This will enable them to discharging their roles and responsibilities effectively and to ensure compliance.    

    Learning Outcomes 

    By the end of this programme, participants will be able to:
    • outline the new Companies Bill 2015 Framework on Governance 
    • discuss the new framework for decision making by general meeting and its interaction with the Board of Directors
    • explain the new framework on shareholder empowerment 
    • apply the new restructuring options for companies facing financial or operational predicament 
    • discuss the challenges and opportunities in implementing Companies Bill 2015
     
    The Speaker
    Shanthy-Rachagan.jpg Dr Shanthy Rachagan
    Associate Professor, Director of Bachelor of Business and Commerce and Head of Business Law and Taxation, Faculty of Business and Economics
    Monash University, Malaysia

     
  • Programme Outline

    Wednesday, 1 June
    9.00am Incorporation and Capital Maintenance
    • Incorporation & types of companies - changes in procedures and types of companies
    • Constitution of companies - effect of non-adoption of constitution & common seal
    • Disclosure and filing requirements
    • Shares - changes in procedures and processes
    • Dividends - new requirements and compliance
    10.30am Coffee/Tea Break
    10.45am Procedures of Meetings and Resolutions for Members & Proxies
    • General Meetings - procedures and changes, convening of EGMs, members’ class meetings
    • Changes in the mode of passing members' resolution in writing and the prescribed procedures
    • Passing of resolutions at meetings of members in substitution of EGMs
    • Proxies - change to rules on appointment of proxies and role of proxies
    • Rights and requirements affecting public companies
    12.30pm Networking Lunch
    2.00pm The changed roles of the Board, Management & Shareholders 
    • Changes in the powers and responsibilities of the Board of Directors and the management under the proposed new Companies Act 
    • Increased powers of the shareholders in the management of the company 
    • Increased responsibilities and accompanying liabilities of directors and officers of the company and in particular the standard of care/statutory duty of care, defences available to directors (including Business Judgment Rule)
    3.30pm Coffee/Tea Break
    3.45pm A showcase of the new possibilities for restructuring 
    • Schemes of arrangement
    • The Introduction of the Corporate Voluntary Arrangement
    4.30pm Questions and Answers
    5.00pm End of Programme
     
  • Programme Fees

    Participation is only for CMDP alumni and on a complimentary basis.