Buy-Sell and Cross-Option Agreement
Buy-Sell and Cross-Option Agreements for Shareholder Death, Illness or Departure
Give the surviving shareholders the right to buy, and the departing shareholder's family the right to be bought out, at a price agreed in advance.
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- Offices in Kuala Lumpur & Johor Bahru
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Real lawyers, one team behind every matter
Who this is for
Sound familiar?
Companies with two or more working shareholders
Partners in professional and owner-managed businesses
Joint venture parties wanting a route out on death or incapacity
Shareholders who would be unable to fund a buy-out from cash flow
Families wanting certainty that a stake can be converted to value
What's at stake
What is really at stake
- 01Two or three people build a business together.Nobody documents what happens if one of them dies or becomes unable to work.
- 02When it happens, the survivors want to buy the shares and keep control.The family wants to be paid out and move on. Both want the same outcome — and yet there is no mechanism to achieve it, no agreed price, and often no money.
- 03So the family stays on the register as shareholders in a company they cannot influence and cannot sell, and the survivors keep building value for people who are not contributing to it. Relationships that survived the death do not survive the following two years.
In plain words
Buy-Sell and Cross-Option Agreement
A buy-sell or cross-option arrangement gives each shareholder an option to buy the others' shares, and each shareholder's estate a corresponding option to require purchase, on defined trigger events — death, critical illness, permanent incapacity or long-term departure. It fixes the valuation basis, the exercise procedure and the payment terms in advance, and is normally paired with funding arranged through your financial adviser.
What good looks like
Imagine a trigger event where both sides simply exercise. The survivors take the shares and keep control of the business. The family receives a fair, pre-agreed sum without having to negotiate for it. Nobody ends up as an unwilling business partner.
What you get
What we deliver
Scope and fee are agreed in writing before any work starts, so you know exactly what you are getting.
- 01
Advice on the appropriate structure for your shareholding
- 02
Trigger events defined including death, illness and incapacity
- 03
Valuation basis and calculation mechanism
- 04
Cross-option or buy-sell agreement with exercise and completion terms
- 05
Alignment with the constitution, shareholders agreement and funding arrangements
How we work
Clear from the first conversation
- 1
Send a short request
Tell us what the matter is about. It takes under a minute and stays confidential.
- 2
Akmal sets a time with you
We reply within 30 minutes in office hours to arrange your consultation, online or at our KL or JB office.
- 3
Advice, then a written proposal
You get a clear view of the issues and options, then a written scope and fee proposal.
- 4
Work begins on the agreed scope
Akmal leads the matter with a team of our lawyers, working to the scope you approved. You get regular updates at every key step.
Who leads your matter
Led by Akmal Saufi, supported by our team
Akmal leads your matter as Partner. Depending on the work, other lawyers in our team handle parts of it day to day, with Akmal overseeing the matter.
Akmal Saufi
Partner, Messrs Akmal Saufi & Co
- Advocate & Solicitor, Malaysia
- Over 13 years in transactional work: M&A, joint ventures, land and infrastructure
- LLB (Hons), International Islamic University Malaysia
The team behind your matter
Meet the team →Who we have acted for
Organisations we have acted for
Federal government agencies & statutory bodies
Johor state bodies & local authorities
Government-linked companies
Private sector & NGOs
Shown with permission. Government agencies, statutory bodies and government-linked companies are identified as such. Their inclusion does not imply endorsement by any government, ministry or agency.
Next step
Request a consultation with Akmal
- 1Send a short request. It takes under a minute.
- 2Akmal reviews it and arranges a time with you.
- 3You get clear advice, then a written scope and fee proposal.
We reply within 30 minutes · Mon–Fri, 8:30am–5:30pm
Your details stay confidential. Sending a request does not mean you have appointed us.
- Licensed advocates & solicitors
- Professional indemnity insured
- Offices in KL & JB
Questions
Frequently asked questions
Still unsure? Send a short request and Akmal will tell you plainly whether and how we can help.
What is a cross-option?
How should the shares be valued?
Where does the money come from?
Can it cover illness rather than only death?
Does this replace a shareholders agreement?
What is Legal That Works?
What if I’m not sure what legal service I need?
Who will be helping me?
Before you sign
The cost of waiting
These arrangements can only be put in place while every shareholder is willing and able to sign. After a trigger event, the same terms would have to be negotiated with an estate.
We reply within 30 minutes · Mon–Fri, 8:30am–5:30pm
