5 Things You Need To Know Before Forming a Company


What are the things you need to know before forming a company?

There are many types of business entities (or vehicle) that you can form in Malaysia. For this article, we will focus solely on the most common vehicle, the Private Limited Company or Sendirian Berhad (often abbreviated to Sdn. Bhd.).

#1 Shareholders, Directors and Company Secretary

To form a Sendirian Berhad (Sdn. Bhd.) in Malaysia, you are required to have a minimum of two (2) shareholderstwo (2) directors and a company secretary. The directors and company secretary must be resident in Malaysia. The company secretary must also be professionally qualified or licensed in the country (see: Section 139A of the Companies Act 1965).

#2 Incorporation Fee

The fee includes the following:

  1. Company name search
  2. Oaths, Stamping and Declaration
  3. Common Seal
  4. Register of Members
  5. Minutes Book
  6. Memorandum & Article of Association
  7. Professional fees for the preparation and filing of documents and liaison with the Suruhanjaya Syarikat Malaysia (SSM)
  8. Registration fee payable to the Suruhanjaya Syarikat Malaysia (SSM).
    *See: Fees table
  9. Others such as delivery, printing and etc.

#3 Retainer Fees

According to Section 139 (1) of the Malaysian Companies Acts 1965 “every company shall have one or more secretaries each of whom shall be a natural person of full age who has his principal or only place of residence in Malaysia”.

The fee is for the appointment of company secretary and the use of the office address as registered office as it is a requirement under the Companies Acts to have a registered office (see: Section 119 (1) of the Companies Acts 1965).

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