Directors’ Duties, Conflicts and Related-Party Advice
Structured workflow for directors’ duties, conflicts and related-party advice: 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
Advise `[COMPANY/DIRECTOR]` on the directors’ duties, conflicts and related-party implications of `[CONDUCT/TRANSACTION]`. Identify each director’s direct and indirect interests, disclosure obligations, voting or participation restrictions, proper-purpose and best-interest considerations, use of company information or opportunity, and potential approval or ratification routes. Separate duties owed to the company from shareholder expectations. Assess the validity and consequences of the proposed or completed act and recommend a defensible process, including disclosures, independent evaluation, minutes and approvals.
Repository section: Governance, Directors and Shareholders
Required inputs: Proposed conduct or transaction; interests; board records; constitution.
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 | 10 |
| Required Inputs | Proposed conduct or transaction, interests, board records, constitution. |
| Expected Output | Directors’ Duties, Conflicts and Related-Party Advice 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. |
