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The Facts: Registration and Setting Up of Private Limited Company (Sdn Bhd) in Malaysia
How to set up and form a limited company in Malaysia? What are the requirements? What are documents needed?
Here are some basic facts and information for setting up and forming a limited company in Malaysia.
1. 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.
A limited company in Malaysia can be incorporated with a minimum authorised and paid-up capital of RM100,000 and RM2 respectively.
2. What documents do you need to form a company in Malaysia?
Your proposed company name. We need your proposed Company Secretary name(s) for your new company and we will conduct the name search with SSM to check if the name is available for registration.
Copy of your identity card (IC) or copy of your passport (for foreign director)
Your signature on the Memorandum and Articles of Association (M&A) and other incorporation documents.
Director requirements
A company must have at least 2 directors and above 18 years of age.
At least 2 directors must have a residential address in Malaysia
He/she is not a bankrupt and has not been convicted and imprisoned.
Company Secretary requirements
A company must have at least one Company Secretary
Company secretary must be a natural person and a resident in Malaysia and is a member of any one of the prescribed professional bodies or licensed by the SSM.
Auditors requirements
A company must appoint one or more auditors who must be approved auditors in Malaysia.
Our KC Aw & Co is an approved audit firm in Malaysia.
Registered office requirements
Every company must have a registered office in Malaysia to which all communications and notices may be addressed.
Our secretarial service includes provision of our office as registered office for your company.
Accounts and Audit
Every company is required to prepare its accounts and to be audited by approved auditors in Malaysia every year.
The audited accounts must be tabled at the AGM for adoption/approval by the shareholders of the company.
This audited accounts is generally required to be lodged with SSM, together with the Annual Returns (see below)
Annual General Meeting (AGM)
A company is generally required to hold its AGM every year.
One of the agenda of AGM is to adopt or approve the audited accounts by the shareholders of the Company.
Annual Returns
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.
Change of directors or their particulars
Whenever there is a change in directors (e.g. appointment or resignation of directors) or change in their particulars (e.g. change in residential address) after its incorporation, such changes must be lodged with SSM within 1 month.
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