The Private limited company is the most popular business entity in Malaysia. which has a separate legal status from that of its shareholders (i.e. a company that can acquire assets, go into debt, enter into agreements, as well as to sue or be sued in its own name).

All sdn bhd companies will be incorporated with the Companies Commission of Malaysia (Suruhanjaya Syarikat Malaysia or SSM in Malaysia), SSM Malaysia is a statutory body which regulates companies and businesses.

In order to register new sdn bhd company in Malaysia, you must engage a company secretary to go through the whole company registration process.

Currently, all companies can only be incorporated via SSM MyCoID system (www.ssm-mycoid.com.my) and this program is only open to registered company secretary.

Also, you need to appoint a company secretary to the Board as required by the Companies Act 2016.

The requirements to form a Company are:

1. At least one proposed company’s name;
2. Minimum of one Malaysia resident directors;
3. Minimum of one shareholders and minimum paid up capital of RM; and
4. A qualified company secretary.

1. Proposed name of the New Company
2. Business activities of the New Company (max 3)
3. Photocopy I/C (Malaysian) or Passport (Foreigner) of all directors & shareholders.
4. Residential addresses (if these are different from I/C), email address, business occupation of all directors & shareholders
5. Information of Paid-up capital of the Company (Min. RM1)
6. Share structure of the New Company (percentage of shareholding by each shareholders)

Incorporation procedure and documents to be lodged with SSM

1. Checking for the availability of the name and reservation of company name
2. Filling in information about the company – ‘Super Form’, information about the company included:-
3. Declaration of compliance and payment of incorporation fee
4. Post incorporation upon issuance of Notice of Registration with a registration number given
5. Appoint our qualified professional member to act as your Company Secretary

Based on Grandhill’s past experiences dealing with SSM, the entire incorporation process will take averagely 3 working days from the date that directors & shareholders sign the incorporation documents.

Please note that the incorporation timeline is very dependent on the accuracy and completeness of information and documents and also subject to the availability & stability of SSM’s MyCoID online system.

After your Malaysia company has been setup, you can start your business activities immediately. However, you may need to do some or all of the following if applicable to you:

1. Open Bank Account
2. If your business requires one or more licenses and intend to hire employees, you may need to obtain the relevant licenses and register for the accounts with relevant authorities before you can commence your business.

To maintain a private limited (Sdn Bhd) Malaysia, the following are the few routine compliance matters that one needs to be aware of. Grandhill will assist to take care of your deadlines on filing with compliance the details, assist to remind you of any requirements and  you just need to focus on your business:-

1. Financial year determination
You will need to decide on your company’s fiscal year end, which can be any date within 18 months from the date of incorporation of your Company. You will need to keep track of your income and expenses (bookkeeping) according to Malaysia accounting standards. Depending upon the volume of transactions, we can provide bookkeeping services either on a weekly, monthly, quarterly or yearly accounting basis.

2. Annual Return
No later than 30 days from the anniversary of their incorporation date, Private Limited Companies (Sdn Bhd) must lodge an annual return for each calendar year with the SSM consisting of general information including registered office address, nature of its business, particulars of indebtedness, company’s directors and secretary, auditors and list of its members.

3. Audited Financial Statements
It is a mandatory requirement that each company must prepare its financial statements. The financial statement has to be audited by approved auditors in Malaysia within eighteen months from the date of its incorporation (and in subsequent years – within six months of its financial year-end).

These audited financial statements must be independently certified by government-approved auditors, and circulated to all Shareholders within 6 months of the financial year end, and, thereafter, be lodged to SSM within 30 days from when these statements are circulated to all Shareholders.

4. Tax filing
The filing of company’s tax return has to be done to IRB within seven months from the financial year end.