DEED OF DISTRIBUTION
This DEED made on this day of , …..
BETWEEN
………… (NRIC No. ……..)
………… (NRIC No. …….)
………… (NRIC No………)
(hereinafter referred to as “Group A”)
AND
………….. (NRIC No. ………)
………….. (NRIC No. ……..)
(hereinafter referred to as “Group B”)
WHEREAS:
1. Group A and Group B (hereinafter collectively referred to as the “Parties”) mutually own Shareholdings in …. Sdn. Bhd (hereinafter referred to as “the Company”). It is mutually agreed by both Parties that the Company shall distribute its properties as the stated in this Deed.
2. All parties hereby fully acknowledge that this Deed is executed freely and voluntarily with the same intentions which is mainly to exchange with each other all the properties held by the Company in a fair and equitable manner to all parties.
3. The Parties further agree that this Deed shall be binding upon all their heirs, personal and/or legal representative and successors in titles.
NOW IT IS HEREBY AGREED THAT:-
1. The Parties hereby mutually agree that the following landed properties are to be transferred to Group A and or their nominees absolutely , free from encumbrance with vacant possession subject to all condition express or implied in the document of title of the relevant properties:
Land and warehouses erected on P.T. No. …, Mukim and District of .., State of …. (Sub-divided in to P.T. …, H.S.(D) .. and P.T…H.S.(D) … Mukim and District of ….
The following properties are to be transferred to Group B and or their nominees, free from encumbrance with vacant possession subject to all condition express or implied in the document of title of the relevant properties.
Industrial lands held under P.T. Nos. … and … Mukim and District of .., State of ….
2. The parties hereby covenant with each other that:
(i) they shall not institute or cause the institution of any disputes, legal or otherwise to the distribution of the properties in this Deed.
(ii) upon registration of the properties into respective parties names, the parties shall NOT lay any further claims or demands whatsoever on or from each other for any further share and/or distribution of the properties.
(iii) The parties have fully understood the contents and essence of this Deed hereby created and shall voluntarily and freely abide to all the necessary procedures to complete the necessary distribution.
(iv) This Deed shall not include the other properties or shareholdings in companies not mentioned in this Deed.
(v) This Deed shall not in any way influence or affect the distribution of the other properties or shareholdings in companies not mentioned in this Deed.
The Transferor of the properties hereby jointly and severally agree to do execute and perform such acts, deeds, documents and things as the Transferee of the properties may require effectively to vest the beneficial ownership of the properties in the Transferee and or its nominees.
REAL PROPERTY GAINS/ INCOME TAX
The parties hereto hereby agree that they shall within the period prescribed by the Real Property Gains Tax Act 1979 [hereinafter called “the Act”] submit to the Director-General of Inland Revenue in the prescribed forms information relating to the sale and purchase of the said Property.
It is hereby mutually agreed upon that all the tax payable including income tax arising from the transfer of properties pursuant to this Deed shall be borne equally by .. (NRIC No. …), …(NRIC No. …), and …(NRIC No. ..).
STAMP DUTY
The stamp duty on the transfer of the properties and shares are to be borne by the Transferee of the respective transaction.
TIME
Time wherever mentioned is of the essence.
COSTS
Each party shall bear their own solicitors’ cost and expenses in respect of this Agreement. The stamp duty and registration fees in the transfer and assignment of the said Property in favour of the Purchaser shall be borne and paid by the Purchaser but the Vendor shall bear the costs of and incidental to the discharge of the said Property from the Chargee.
NOTICE
Any notice or request referred to in this Agreement which is required to be served upon the parties hereto shall be in writing and shall be deemed to have been sufficiently served on or given to the respective parties if left by hand or sent by prepaid registered post to the party to whom it is addressed at their respective addresses abovestated or to their respective solicitors and shall be deemed to be served when it would in the ordinary course of post be received.
IN WITNESS WHEREOF the parties hereto have hereunto caused this Deed to be executed.
GROUP A
SIGNED by )
in the presence of:- )
………………………………..
……………………………….
……………………………….
GROUP B
SIGNED by )
in the presence of:- )
…………………………………
………………………………….
