Here are some basic facts and useful information for setting up and forming a limited company (Sdn Bhd) in Malaysia.
Suruhanjaya Syarikat Malaysia (Companies Commission Malaysia)
- The Companies Commission of Malaysia (SSM) established on 16 April 2002, serves as an agency to incorporate companies and register businesses in Malaysia.
- A limited company in Malaysia can be incorporated with a minimum authorised capital and paid-up capital of RM400,000 and RM2 respectively.
What documents do you need to form a company in Malaysia?
- Copy of your identity card (IC) or copy of your passport (for foreign director)
- Every company must have at least 2 directors who are at least 18 years of age and are residing in Malaysia.
- He/she is not a bankrupt and has not been convicted and imprisoned for a period of past 5 years.
Company Secretary requirements
- A company must have at least one Company Secretary
- Company secretary must be a member of any one of the prescribed professional bodies or licensed by the SSM.
Registered office requirements
- Every company must have a registered office in Malaysia to which all communications and notices may be addressed.
- It is normal practice in Malaysia to have the secretarial office as registered office of the company.
Accounts and Audit
- Every company is required to prepare its accounts and to be audited by approved auditors in Malaysia every year.
- A company must appoint one or more auditors who must be approved auditors in Malaysia.
- The audited accounts must be tabled at the AGM for adoption/approval by the shareholders of the company.
- This audited accounts is required to be lodged with SSM, together with the Annual Returns (see below)
Annual General Meeting (AGM)
- A company is required to hold its Annual General Meeting (AGM) within 6 months from the accounting year end, and for newly registered company, within 18 months from the date of incorporation.
- One of the agenda of AGM is to have the audited accounts adopted or approved by the shareholders of the Company.
- Every company needs to lodge the Annual Return within 1 month of the AGM
- Annual Return shall include audited accounts and auditor’s report.
- Annual return is a snapshot of general information about a company’s directors, secretary, registered office, shareholders, share capital, principal business activities, etc.