Constitution Review and Drafting
Structured workflow for constitution review and drafting: organise the supplied facts and documents, identify missing information, draft or analyse in stages, and verify facts, authorities and assumptions before use.
Reusable prompt for Malaysian corporate and commercial practice. It should be used with the Universal Corporate Lawyer Control Block and checked by a supervising lawyer before use externally.
Prompt
Review or draft the constitution of `[COMPANY]` for the stated ownership and governance arrangement. Address share classes and rights, issues and transfers, pre-emption, meetings, written resolutions, directors’ appointment and removal, quorum, voting, reserved matters, conflicts, dividends, notices, execution and indemnities. Identify any inconsistency with the Companies Act 2016 or the shareholders’ agreement and explain which document should prevail or be amended. Produce: (1) issue list; (2) recommended drafting positions; and (3) a clean draft or targeted amendments as instructed.
Repository section: Governance, Directors and Shareholders
Required inputs: Existing or proposed constitution; cap table; shareholders’ agreement.
Suggested use: replace all square-bracket placeholders before running the prompt. For confidential corporate records, board papers, cap tables, due-diligence materials or transaction documents, use a private/local model where possible.
| Jurisdiction | Malaysia |
| Practice Area | Corporate / Commercial |
| Party Role | Any / as prompt specifies |
| Lifecycle Stage | Governance, Directors and Shareholders |
| Document Type | Governance, Directors and Shareholders |
| Prompt Number | 6 |
| Required Inputs | Existing or proposed constitution, cap table, shareholders’ agreement. |
| Expected Output | Constitution Review and Drafting output structured for Malaysian corporate practice. |
| Reviewed On | 2026-07-26 |
| Version | 1.0 |
| Verification Checklist | Distinguish facts, allegations and assumptions., Cite the document/page for each material fact where possible., Identify missing or contradictory evidence., Do not invent authorities., Check every authority and quote only verified propositions., Separate proposed drafting from facts requiring client confirmation. |
