Professional Documents
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Masterclass: 2 - Day Seminar
Masterclass: 2 - Day Seminar
Masterclass: 2 - Day Seminar
2 - DAY SEMINAR
M&A
MERGERS & ACQUISITIONS
MASTERCLASS
An in-depth understanding of what it takes
to execute the perfect transaction
Claimable at
15-16 MAY 2024 | 9AM - 6PM
THE MAJESTIC HOTEL KUALA LUMPUR
Why do M&A serves as a dynamic and strategic tool
for corporate growth. It provides companies
you need with opportunities to expand their market
to attend? presence, diversify their offerings, achieve
operational efficiencies, and position
themselves for long-term success in a
rapidly evolving business landscape.
Targeted
Audience Practising In-house Legal
Lawyers Counsels Advisors
Chief Chief
Corporate
Executive Financial
Executives
Officer Officer
Financials Risk
Directors
Professionals Managers
Regulators Shareholders
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KEY
LEARNING
OUTCOMES
Appreciating Due
Applying tips in Understanding the
Diligence as Risk
commercial Complexities of
Management Tool
negotiation M&A Integration
in M&A
Appreciating the
Importance of Applying Lessons Applying lessons
Shareholders Learnt from Cross- learned from M&A
Agreement Border M&A case studies
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Day 1
MODULE 3:
RISK MANAGEMENT &
DUE DILIGENCE IN M&A
MODULE 1:
Board’s Role in Risk Management in
CONCEPT, APPLICATION &
RELEVANCE OF M&A M&A
Concept, Objectives and
Importance of Due Diligences in
M&A as a Corporate Concept M&A
Identifying Value Creators in M&A Types of Due Diligence and Their
Objectives of M&A Uses
Regulatory Aspects of M&A – Public Strategic Management of Due
& Private Diligences
Key Trends Affecting M&As Q&A
Key Challenges of M&A
Q&A and Group Activity
MODULE 4:
MASTERING NEGOTIATION
MODULE 2: TECHNIQUES IN M&A
EFFECTIVE BOARD OVERSIGHT
FRAMEWORK FOR M&A Understanding Commercial
Negotiation
Tactics & Strategy Used in the
Role of the Board in M&A
Market
Duties of Directors under
Anchor Terms vs Tradeable Terms
Companies Act 2017, Capital
Q&A and Group Activity
Market Services Act 2017, etc
Keys to Effective Board
Oversight of M&A
Board’s Role in Buy-Side M&A MODULE 5:
Board’s Role in Sell-Side M&A INTEGRATION CHALLENGES
Q&A and Group Activity IN M&A
Strategic and Financial Goals of
the M&A
Planning for M&A Integration
Executing the M&A Integration
Measuring the success of M&A
integration
Q&A
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Day 2
MODULE 8:
SHAREHOLDERS’ AGREEMENT
MODULE 6:
KEY TRANSACTION TERMS
IN M&A The Need for Shareholders
Agreement
Deal Structuring Shareholders’ Agreement vs
Pre-Agreement Documents Constitution of the Company
(MoU, LoA etc) Negotiating Governance Terms in
Share Acquisition & Subscription Shareholders Agreement
Asset Acquisition Maximising Protective Terms
Conditions Precedent & Minimising Restrictive Terms
Subsequent Q&A
Closing Terms & Processes
Consideration: Cash and Earn
Out
MODULE 9:
Representation, Warranties &
MANAGING
Indemnities CROSS-BORDER M&A
Put Option and Call Option
ROFO and ROFR Nature & Motivations for Cross-
Drag Along and Tag Along Border M&A
Termination & Exit Options Key Concerns for Board Members
Q&A Key Responsibilities for Legal
Department
Tips on Managing the Risks &
Complexities
MODULE 7: Q&A
MAKING JOINT VENTURE
WORKS
MODULE 10:
Types of Joint Ventures
CASE STUDIES OF M&A
Key Issues in Structuring Joint SUCCESSES & FAILURES
Ventures
Protective Terms
Domestic M&A Success & Failures
Critical Success Factors in a JV
Foreign M&A Success & Failures
Q&A
Malaysian Negotiation Styles
Q&A and Group Activity
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Meet our speaker
Norhisham Abd Bahrin
Corporate and Mergers & Acquisitions Partner
Azmi & Associates
Hisham is an Advocate & Solicitor at the High Court of Malaya and has over
24 years of corporate legal experience. He graduated from the
International Islamic University Malaysia with LLB (Hons.) in 1999 and
holds an MBA in International Business from the Royal Docks School of
Business and Law, University of East London, UK.
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R E G IST R A T I O N F E E S
GROUP PRICE
NORMAL PRICE
RM 2,299.00
RM 2,499.00
(Minimum Registration for 3 Pax)
CONNECT WITH US AT
www.klbli.com
All content within this engagement brochure is
the intellectual property of the KLBLI and may
not be copied, reproduced, distributed, displayed
and/or commercially exploited without KLBLI’s
express written permission
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