How to change your company secretary if you are not happy with their services?

There are six (6) reasons why you possibly want to change secretarial firm for your company.

  1. You don’t receive your documents in time even after you have said: It’s URGENT!
  2. You are not reminded on the deadlines to submit accounts to SSM.
  3. You are not satisfied with the advices given on the company matters. 
  4. You are charged unreasonably high price coupled with numerous hidden charges.
  5. You always couldn’t get through your company secretary as he/she is always busy.
  6. You are just not happy!

Here are the summarised schedule of how to change company secretary:

  1. Look for new company secretary
  2. Get new company secretary to communicate with existing secretary
  3. Pay all outstanding bills due to existing secretary
  4. New secretary will prepare relevant documents for directors’ signature
  5. New secretary will submit the relevant documents to SSM Malaysia after signed
  6. New secretary will liaise with existing secretary to take over all statutory documents

 

Full details on how to change your company secretary:

The company secretary is indeed a company officer appointed by the Board of Directors via board meeting or merely through passing a board resolution. As such, the Board of Directors is empowered to appoint or remove a company secretary of its company.

In practice, the company secretary is normally requested by the Board to tender his/her resignation as company secretary and the Board will then appoint a new company secretary in place of the existing one.

In order to effectively change the company secretary, you should find a qualified company secretary and inform him/her that you would like to appoint him/her as the new company secretary to your company.

A letter of termination will then be forwarded to the existing company secretary informing that you would to change company secretary and furnish the details of new company secretary and secretarial firm.

It is a normal practice that the documents for change of company secretary will be prepared by the new company and it’s normal free of charge (he needs to do something to close the deal, right?).

However, it’s sometimes the existing company secretary will insist they will prepare the documents. Please clarify with them that by doing so, you will not be charged! If they inform that there will be a charge for preparing such documents, then you as a director have every right to refuse such move!

The documents to be prepared are as follows:
  1. Form 49
  2. Form 44
  3. Board resolution for change of secretary & registered office

Upon execution by the directors, the secretary will lodge all documents with SSM Malaysia to effect the change.

Finally, the new company secretary will request to take all statutory documents from the resigning company secretary at date & time to be determined.

 

Special Offer from NBC Group:

NBC Group is offering company secretarial services at RM45 per month only for first (1st) year of appointment as new company secretary to your company!

Change your company secretary to us today and start enjoy first year secretarial fees at RM540 only!

Yes, one (1) year for RM540 only! (RM45 per month!)

Call us now at 03-7729 7018.

Check it out: Change Company Secretary

 

(Image: healingdream / FreeDigitalPhotos.net)

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Ms. Sharon Ng is the senior executive of NBC Group of Companies and is also the Pro Editor of NBC Blog.

7 COMMENTS

  1. Thank you for your comment, Jess,

    Firstly, talk to your new secretary for you want to change company secretary and would like to appoint them as new company secretary.

    Secondly, they will prepare a letter for the company to address to your existing company secretary as follows:

    Please be advised that due to recent change in our management policies, the Board of Directors has decided to engage new secretarial services with immediate effect.

    We hereby furnish the particular of the new secretary and the registered office for your record purposes.

    We would appreciate if you could let us have your letter of resignation with effect from the date of this letter.

    We wish to thank you for your excellent services rendered and great effort contributed to our Company in the past and please send us a statement on any outstanding amount for our further action.

    Your existing secretary will now fully aware on the decision made by the Company and will tender their resignation as requested.

    Then it is time for new company secretary to do the rest.

  2. My secretary charge me rental of registered office for using their office as my company’s registered office, is that right?

    I thought i have already paid them every month secretary fee RM70? Are they allowed to do so?

  3. Good day, Emily.

    Every company must have a registered office located within Malaysia and it is normal practice that the registered office will be situated at the secretarial firms’ address.

    Click here for more info about: Registered Office in Malaysia

    It is a trend that some secretarial firms are charging fees or rental for using their offices as the company’s registered office.

    In fact, this is not wrong if your company secretary is billing you for use of their office as your registered office. (since you are using)

    The secretarial fees that you are paying are merely for engaging company secretary to carry out their functions as company secretary as required under the Companies Act.

  4. Thanks for the useful article.

    Can I use my company’s office address as my registered office and not to use the secretarial office?

    I was told I can’t do that but my secretary did not tell me why. Can I check it here?

  5. Technically, you can request that.

    However, you need to consider on the following:

    (1) Cost of maintenance will be much higher

    Since all statutory records & documents are now stored at your office, you have to make it all times updated whenever there is changes made by the Board of directors, either you sent back all documents to Secretary to Update & get back from them to re-store it at your office (Sound trouble? yes, it is!), or to request your secretary to visit your office to update it accordingly (every visit will easily cost you more than RM250, not including cost of preparing all documents for changes & lodgement charges)

    (2) you have to put a name tag/remark to state “Pejabat Didaftarkan / Registered Office: XXX SDN BHD”

    Cost of such tag will be much more higher compared to what offered by a company secretary. Unless you don’t mind print out on a paper & show it outside of your office premises.

    (3) Storage problems and chances of misplaced

    Company secretary is professional body who is well trained to meet all requirements requested by the Companies Act and their clients. A filing system & procedures of carrying out works are part of the daily operations and business.

    Directors or any members of the management are not well trained to meet such requirements, thus all kinds of unexpected situations in your office may happen such as certain pages of documents gone missing or misplaced, lost in transit, not professionally organised or not properly kept in a safe place.

    Advices from NBC Group:

    Trust your company secretary, they are professional and let them do their jobs for you!

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