Incorporation of Malaysia Company

Updated: Oct 6, 2019

Company Type - Company limited by shares - Company limited by guarantee - Company unlimited


Company Limited by Shares


The most common company structure in Malaysia is a company limited by shares. Such limited companies may be incorporated either as a private company (identified through the words “Sendirian Berhad” or “Sdn Bhd” as part of the company’s name) or a public company (identified through the words “Berhad” or “Bhd” as part of the company’s name).


The limits of the number of members of a private company is 50.


Requirements for Company Incorporation


The basic requirements are:


Private company - at least one (1) director who ordinarily resides in Malaysia by having a principal place of residence in Malaysia and one (1) promoter; or


Public company - at least two directors who ordinarily reside in Malaysia by having a principal place of residence in Malaysia and minimum one promoter.


Incorporation Information Needed


To incorporate a company, an application must provide the following information:


the name of the proposed company;

the status whether the company is private or public;

the nature of business of the proposed company;

the address of registered office;

the name, identification, nationality and ordinary place of residence of the member of the company;

the name, identification, nationality and ordinary place of residence of every person who is to be the director;

in the case of company limited by shares, the details of class and number of shares to be taken by a member;

in the case of company limited by guarantee, the mount up to which the member undertakes to contribute to the assets of the company in the event of its being wound up.


Registration Fee


Company limited by shares RM1,000

Company limited by guarantee RM3,000


Incorporation of Companies


Incorporation of a company may be approved within 1 day.

Requirements of a Company


A company must maintain a registered office in Malaysia where all books and documents required under the provisions of the Act are kept. The name of the company shall appear in legible Romanized letters, together with the company number, on its seal, official documents, publications and website, if any.


The secretary of a company must be a natural person of full age who has his principal or only place of residence in Malaysia. He must be a member of a prescribed body or is licensed by the Registrar of Companies. The company must also appoint an approved company auditor to be the company auditor in Malaysia.


In addition, a private company is required to have at least one director whereas a public company must have at least 2 directors. Each of the minimum director(s) must have his principal or only place of residence within Malaysia. The minimum age of a director is 18 years and there is no specified maximum age. A director of the company need not necessarily be a shareholder of the company.


Note:

A notice of registration will be emailed to the applicant. The notice serves as conclusive evidence that the requirements in respect of registration and matters precedent and incidental to the registration have been complied with.

A certificate of incorporation will be issued.

Company secretary must be appointed within 30 days after the incorporation of the company.

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