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Malaysia is one of ASEAN (Association of Southeast Asian Nations) members. Malaysia is a prosperous market with stable political, economic and trade environment, advanced infrastructure, medical equipment and educational facilities, high living of standard, low unemployment and low cost of living. Therefore, today, Malaysia has become the investment platform for international investors to develop ASEAN markets. Companies incorporated in Malaysia are regulated by the Malaysian Companies Act 1965. As stated in the act any company doing business or wishing to do business in Malaysia must register with the Companies Commission of Malaysia (CCM) under the Companies Act 1965.
One. Criteria of Forming a Malaysian Company
1. Malaysia Company Naming
Malaysia company name can be registered in either English or Malay, usually ends with “SDN. BHD”. SDN is the abbreviation for Sendirian, meaning private whereas BHD is the abbreviation for Berhad, meaning limited. SDN. BHD refers to “Private Limited” whereas Berhad generally refers to “Public Limited Company”. In Malaysia, companies are generally registered in the form of enterprise, partnership or private limited company. Private limited company is the most common form among all, for instance, TANNET (MALAYSIA) SDN. BHD.
2. Company Directors
There must be at least two local directors, Malaysian being natural persons of full age or foreigner who holds a Malaysia visa for 182 days. A director has onerous duties under the Companies Act as in common law. The duties of directors stipulated in the Companies Act are not exhaustive and generally directors are imposed with statutory duties, duty of care and fiduciary duties. In addition, directors are also governed by a Code of Ethics.
3. Company Secretary
One company secretary is needed, Malaysian being a natural person of full age. No person shall act as a secretary of a company unless he or she is qualified as prescribed under the Companies Act. Similar to directors, company secretaries are also governed by a Code of Ethics.
4. Authorized Capital for a Malaysia private limited company
A private limited company in Malaysia must have a minimum authorized capital and paid-up capital of RM100, 000 and RM2 respectively. Paid-up capital may differ with the scope of business, therefore entrepreneurs can place the paid-up capital in phases based on actual operating conditions.
5. Documents Required for Malaysia Company Formation
English name of the Malaysia Company, personal data of all the shareholders and directors (Identification card or passport and address), authorized capital and the shares allocation, articles of association, purpose of company formation and main projects. (All documents must be translated in English or Malay)
Two. Application Procedure
Filling the application form → sign an agreement → payment → company name search → signing of documents in Malaysia → complete the procedure at government departments → receive full set company information → company bank account opening
Three. Timeline to Register a Malaysian company
When the required documents are ready, it would take approximately 20 working days to complete the registration procedures for the Malaysia Company. For foreign applicant come over to Malaysia to complete the registration procedure, it would take 7 working days.
Four. Malaysia Company Registration package includes:-
Company Name Search Application at Companies Commission Malaysia, Original Company Certificate of Incorporation (Form 9), Company First Director Meeting
(Documents Duly Certified By the Authorized & Qualified Company Secretary)
Copies of the Company Memorandum & Articles of Association, Company Certificate of Incorporation (Form 9), Company Shareholders Particulars (Form 24), Company Registered Office Particulars (Form 44), Company Director, Manager & Secretaries Particulars (Form 49), Resolution for Opening Company Current Bank Account
STATUTORY BOOK (Companies Act 1965) as remain in the Company Registered Office: A set of Company Minute Book; Company Pre-Printed Shares Certificates Book; Company Register Book; Company Common Seal
Reminder: In the event of a rejected name search application, an additional cost of search is applicable.
Five. Bank Account Opening
Company bank account can be opening after the completion of company registration. Malaysia private limited company can open a bank account at certain banks, for examples, OCBC Bank and ICBC Bank. TANNET can arrange bank account opening includes recommend bank account, documents preparation, preparing meeting report and application letter for arranging introducer and follows-up services.
Six. Annual Filling Requirements
Every company annually through the process of annual return, in face the company details must be updated and submit annual tax filing to the government before the deadline. All Malaysia Company which includes dormant company must prepare the company account. TANNET can provide our clients with accounting and tax services and charge accordingly.
We have more services than the above mentioned such as Hong Kong Company Formation, Offshore Company Formation and China Company Formation, MM2H and Virtual Office, etc.
Please do not hesitate to contact TANNET at 603 2141-8908 or email to firstname.lastname@example.org should require any assistance.