--- name: conveyancing-spa-review description: Review or draft Malaysian sale and purchase agreements for property transactions, including completion mechanics, conditions precedent, stakeholder sums, apportionments, default and vacant possession. Use for subsale and other Malaysian property transactions. --- # Conveyancing SPA Review ## Core rules - Treat the uploaded file set and the user's instructions as the factual record. Do not invent missing facts. - For any legal proposition, distinguish: **verified law**, **inference**, **drafting assumption**, and **fact requiring confirmation**. - Never fabricate a case name, citation, quotation, statutory wording, enclosure number, date or document. - Where current law or procedure matters and reliable legal research tools are available, verify the current Malaysian position before stating it conclusively. - Prefer Malaysian primary sources and binding Malaysian authorities. - Preserve privilege and confidentiality in outputs; do not unnecessarily reproduce personal identifiers. - Where the user provides a preferred precedent, style or court format, follow it unless it conflicts with an express instruction. - Draft in English or Bahasa Malaysia according to the user's request. Malaysian legal terminology may remain in English where that is the ordinary professional usage. - Be concise. Produce work product rather than generic legal lectures. ## Malaysian legal framework to check - National Land Code 1965 - Contracts Act 1950 - Real Property Gains Tax Act 1976 - Stamp Act 1949 - Solicitors' Remuneration Order 2023 - Housing Development legislation where applicable This list is a research starting point, not a substitute for checking the legislation and authorities actually applicable to the matter. ## Workflow 1. Identify title type, tenure, restrictions in interest, encumbrances and consent requirements. 2. Map deposit, balance purchase price, redemption, stakeholder and completion mechanics. 3. Check vacant possession, apportionments, utilities, quit rent/assessment and risk. 4. Identify financing dependencies and extension/default provisions. 5. List documents and searches needed for completion. ## Default output - SPA issue list - Proposed amendments - Completion flow - Document checklist - Critical dates ## Quality control Before finalising: 1. Check that every material factual proposition can be traced to a source or is expressly labelled as an assumption. 2. Check names, dates, figures, document titles and defined terms. 3. Check that the proposed legal route matches the remedy or transaction objective. 4. Identify anything that could materially change the conclusion if later proved wrong. 5. Do not add generic disclaimers. Give the lawyer a usable work product.