AI Playbook

Shareholder Rights and Governance Audit

Structured workflow for shareholder rights and governance audit: organise the supplied facts and documents, identify missing information, draft or analyse in stages, and verify facts, authorities and assumptions before use.

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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

Audit the governance rights of each shareholder of `[COMPANY]`. Create a rights matrix covering voting, board nomination, information, pre-emption, reserved matters, dividends, transfers, dilution protection, tag-along, drag-along, exit and dispute mechanisms. Identify rights arising under statute, constitution, contract and share class terms separately. Flag inconsistent thresholds, deadlock risks, unenforceable or incomplete provisions and discrepancies in the register of members or cap table. Recommend priority corrections and the documents or approvals needed.

Repository section: Governance, Directors and Shareholders

Required inputs: Constitution; shareholders’ agreement; cap table; registers; prior resolutions.

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	11
Required Inputs	Constitution, shareholders’ agreement, cap table, registers, prior resolutions.
Expected Output	Shareholder Rights and Governance Audit 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.