Company registration in Malaysia
This information will help you out how to register a company in Malaysia, how to incorporate a company in Malaysia, Private Limited company registration in Malaysia, procedure of new company registration in Malaysia and company incorporation in Malaysia as foreigner.
Foreign companies are registered or incorporated under company Act 1965 and there is a requirement of appointment two directors who residing of Malaysian and two share holders those can be foreigners. Company Secretary who is member of Chartered Secretariat or member of SSM has to be appointed when new company shall be registered.
Requirement of company incorporation in Malaysia
• Ensure paid up capital of the company
• Age of the directors should not be less than 18 (eighteen) years old
• No bankruptcy or convicted shall be appointed as director of the company
• Director should be residing as Malaysian
Steps of company registration in Malaysia
Company name reservation: As section 22 of Company Act 1965 end of each name of the company shall have word “Berhad” that bears short name Bhd. In case of private limited company there shall be name as “Sendirian” that bears short name Sdn which shall be placed before Bhd. Company name registration is the first job before incorporation of new company. RM 3 is required to pay for registration of each name of new company.
Paid up capital: Paid up capital shall be maintaining minimum RM 2 for each company where each share holder shall hold RM 1 each. Foreign investor will remit RM 500,000 to bank account as paid up capital of the company in favor of immigration solution, hiring employees and holding business visa.
Authorized capital fees chart:
|From minimum number up to 400,000||1,000|
|From 400,001 –to 500,000||3,000|
|From 500,001 – to 1000000 (1 million)||5,000|
|From 1,000,001 – to 5000000 (5 million)||8,000|
|From 5,000,001 – to 1000000 (10 million)||10,000|
|From 10,000,001 – to 25 million||20,000|
|From 25,000,001 – to 50 million||40,000|
|From 50,000,001 – to 100 million||50,000|
|From 100,000,001 and above||70,000|
Form 24: Return of allotment of shares where the director’s subscription number of shares and fees are written. As section 54 (6) share subscription shall be allotted for the directors in Memorandum and Article of Association.
Form 44: As section 12 (1), 333 (1 A) and 335 (1) (D) notice of the situation of registered office and office hours and particulars are written. Office hours shall be starting from 9 am to 5. 30 pm and weekly office days are Monday to Friday.
Form 48 A: Statutory declaration by a person before appointment as director that he/ she as director is not convicted, not a bankruptcy, not been imprisonment, not been convicted for dishonest or fraud.
Form 49: Return giving particulars in register of the directors where directors name, nationality, date of birth, residential address, occupation, nature of appointment and identity number are written.
Memorandum & Article of Association: As Section 18 of Company Act 1965 requirement of Memorandum are as follows:
a) Name of the company
b) Objectives of the company
c) Amount of share capital
d) Liability of the members
e) Full name, address, occupation and subscription shall be declared
2. Members hand writing of the number of holding shares
3. If unpaid the liability of shares are the share members
As section 29 of Company Act 1965 Article of Association a company shall be registered with sign of the directors. In case of increase members shall have to be noticed within one month if failed to do so as law shall be received penalty of RM 1000. Besides, articles shall be printed, divided into numbers, signed by each subscriber.
Registered office: As form 44 each company shall maintain registered office address that can be separate from business address.
Business office: Business address can be registered address or separate one address at any place of Malaysia. But business address is not mandatory to be situated for small companies in physically. In case of manufacturing companies, export & import business entities are required business address.
Export / import license: Under custom Act 1967 listed products can apply for import/ export license with proper supporting documents: Food, heavy machinery, toner, chemical, cable, iron steel and others.
How to apply for import/ export license: Companies those are registered by companies commission can apply for import/ export license. Supporting papers are:
1. Custom form
2. Memorandum and article of association
3. Form 24, 49,
Other supporting papers are application submitted for export / import license; food test satisfaction in case of food products, Machine purchasing papers in case of heavy machine. Click here to know more how to get/ apply import/ export license in Malaysia?
Click here to know prohibition of export / import in Malaysia
Required documents of registering a company:
Passport copy: Passport copy of the two directors
Signed forms: Each director shall put individual sign on form 24, 44, 48 A, 49 and memorandum and article of association.
Fees: Government fees with consultancy fees shall be paid to encourage the Company Secretary start proceeding of company incorporation.
Fees/ cost/ price of new company registration in Malaysia
We shall charge US$ 2999 for small companies, US$ 3900 for medium enterprises and US$ 4500 for large companies. The said fees are including government and our professional fees.
Jobs after company registration/ incorporation
Bank account: Directors shall visit physically in Malaysia to open company account. Now a day bank account opening is more challenging than company incorporation. Local banks discourage to open corporate account and show cause of business visa and ensure RM 500,000 paid up capital. Some foreign banks allow upon many terms and conditions. Contact us for any cooperation of opening corporate account.
Within calendar year company shall submit annual return to the registrar office with audit report and filling up return papers.