malaysia registration of company
Steps to Register a Sdn. Bhd. Company in Malaysia:
Malaysia registration of company incorporation vary depending on the type of company you intend to set up. Generally, there are two main types of companies:
Private Limited Company (Sdn. Bhd.)
Public Limited Company (Berhad)
Among these, the Private Limited Company (Sdn. Bhd.) is the most commonly chosen structure due to its flexibility and legal protection.
Below are the key requirements to set up a Sdn. Bhd. company in Malaysia.
Requirements to Register a Private Limited Company (Sdn. Bhd.) in Malaysia
1. Paid-Up Capital
A Sdn. Bhd. company in Malaysia can be incorporated with a minimum paid-up capital of RM1 only, making it highly accessible for startups and small businesses.
2. Shareholders
A minimum of one (1) shareholder is required
There is no maximum limit on the number of shareholders
3. Directors
At least one (1) director is required
The director must be 18 years old or above
Must be ordinarily residing in Malaysia
Must not be bankrupt and not convicted or imprisoned within the past five (5) years
4. Company Secretary
Every Sdn. Bhd. company must appoint a qualified Company Secretary, who must be:
A member of a prescribed professional body or
Licensed by the Companies Commission of Malaysia (SSM)
5. Registered Office Address
The company must have a registered office in Malaysia where all official communications and notices can be sent.
In most cases, the company secretary’s office is used as the registered address.
Information Required to Register a Sdn. Bhd. Company in Malaysia
To proceed with the registration of a Private Limited Company (Sdn. Bhd.), the following information is required:
Copy of Director’s and Shareholder’s IC or Passport
Residential address of Director and Shareholder
Race of Director and Shareholder
Email address of Director and Shareholder
Business address (if applicable)
Paid-up capital amount
Shareholding structure and percentage (if more than one shareholder)
Nature of business of the proposed company
Proposed company name
Advantages of a Private Limited Company (Sdn. Bhd.) in Malaysia
A Private Limited Company (Sdn. Bhd.) is the preferred business entity in Malaysia due to its separate legal identity and long-term business advantages.
1. Separate Legal Entity
The company is legally separate from its owners
Shareholders’ liability is limited to their capital contribution
Personal assets of the owners are protected
Creditors cannot claim shareholders’ personal assets if the company faces financial difficulties
2. Ability to Own Property
A Sdn. Bhd. company can legally own assets such as:
Land and buildings
Vehicles
Machinery and other business assets
All assets are registered under the company’s name.
3. Easy Transfer of Ownership
Shares can be easily transferred between shareholders
New shares can be issued to attract investors
Ownership changes do not disrupt business operations
4. Perpetual Succession
The company continues to exist until it is legally dissolved
Changes in shareholders do not affect the company’s existence
5. Strong Borrowing Capacity
The company can open a corporate bank account
Eligible to apply for business loans and financing under the company’s name
6. Lower Corporate Income Tax
Sdn. Bhd. companies enjoy lower corporate tax rates
Eligible for various government incentives and grants, such as:
Investment Tax Allowance
SME Digitalisation Grant
Automation and Industry-related grants
📌 Important:
If you own multiple businesses, the total combined turnover must be used to determine eligibility.
Mandatory & Optional Services for Sdn. Bhd. Companies in Malaysia
After incorporating a Private Limited Company (Sdn. Bhd.) in Malaysia, companies are required to engage certain mandatory statutory services and may also consider optional professional services to ensure ongoing compliance and smooth business operations.
1. Company Secretary Services (Mandatory)
Under the Companies Act 2016, every Sdn. Bhd. company must appoint and retain a qualified Company Secretary at all times.
The Company Secretary is responsible for:
Ensuring compliance with the Companies Act 2016
Maintaining statutory registers and company records
Preparing and filing annual returns with the Companies Commission of Malaysia (SSM)
Preparing board resolutions and company documentation
Advising directors on corporate governance matters
2. Audit Services (Mandatory, Subject to Exemption)
Most Sdn. Bhd. companies in Malaysia are required to appoint an independent external auditor to conduct an annual statutory audit.
Audit services typically include:
Annual statutory audit of financial statements
Verification of financial records and disclosures
Compliance with applicable financial reporting standards
Certain small or dormant companies may qualify for audit exemption, subject to prevailing regulations.
3. Accounting and Bookkeeping Services (Mandatory for Compliance)
Sdn. Bhd. companies are required to maintain proper accounting records, even if the services are not outsourced.
Accounting and bookkeeping services usually cover:
Preparation of financial statements
Management accounts for internal review
Supporting documents for audit and tax purposes
Accurate accounting records are essential for audit, tax filing, and regulatory compliance.
4. Tax Compliance Services (Mandatory)
All Sdn. Bhd. companies must comply with Malaysian tax regulations.
Tax compliance services include:
Corporate income tax computation
Submission of annual tax returns (Form C)
Tax estimation and instalment submissions
SST or service tax filing, where applicable
Proper tax compliance helps avoid penalties and ensures smooth dealings with tax authorities.
5. Payroll and HR Compliance Services (Optional)
For companies with employees, payroll and HR compliance services may be required.
These services may include:
Payroll processing and salary computation
EPF, SOCSO, and EIS submissions
Employment-related statutory compliance
6. Other Optional Business Support Services
Depending on the nature and size of the business, Sdn. Bhd. companies may also engage additional services such as:
Corporate advisory and business structuring
Company amendments and restructuring
Business licence applications and renewals
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