Embarking on a business venture in Malaysia? This comprehensive guide will walk you through how to set up a company, focusing on the popular Sendirian Berhad (Sdn Bhd) business entity. We’ll cover everything from eligibility requirements and costs to the benefits of professional assistance, ensuring you’re well-equipped to start your business journey.
Skip the hassle and save precious time with Altomate’s Company Incorporation & Company Secretary Package, complete with expert guidance and ongoing compliance support.
Sendirian Berhad: The Preferred Business Entity in Malaysia
When it comes to company formation in Malaysia, the Sendirian Berhad (Sdn Bhd) structure is the preferred type of business entity for entrepreneurs and business owners. But what exactly is a Sdn Bhd, and why is it so popular?
A Sendirian Berhad is a private limited company. Key features include:
- Limited liability protection for shareholders
- Separate legal entity status
- Ability to have between 1 to 50 shareholders
- Flexibility in management structure
Advantages of choosing Sdn Bhd for your business:
- Credibility: Sdn Bhd companies are often perceived as more professional and stable.
- Tax benefits: Enjoy corporate tax rates and potential tax incentives.
- Easier access to funding: Banks and investors often prefer dealing with Sdn Bhd entities.
- Perpetual succession: The company continues to exist regardless of changes in ownership.
The Sdn Bhd registration process is a crucial step to starting a business in Malaysia. It’s important to understand the requirements and procedures set by the Companies Commission of Malaysia (SSM) for successful company registration Malaysia.
Eligibility Requirements to Register a Company in Malaysia
Before diving into the company incorporation process, it’s essential to understand who can register a company in Malaysia. The country welcomes both local and foreign entrepreneurs, but there are specific requirements for each group.
Requirements for Malaysian citizens:
- Must be at least 18 years old
- Not bankrupt
- No criminal record
Guidelines for foreign investors and entrepreneurs:
- At least one director must be a Malaysian resident (citizen or permanent resident)
- Foreign ownership is allowed in most sectors, with some restrictions in specific industries
- Minimum paid-up capital requirements may vary based on the business activity
Understanding these requirements is crucial for anyone looking to register a new company in Malaysia.
Essential Documents for Registering Your Company in Malaysia
Preparing the necessary documents beforehand can significantly streamline the registration process. Here’s what you need to have ready:
Required documents and information:
- Proposed company name
- Details of company directors and company shareholders (including MyKad or passport copies)
- Registered office address
- Business activities
- Share capital information
Key decisions to make before proceeding:
- Company name: Choose a unique name that complies with SSM guidelines
- Share capital: Determine the amount and structure of your company’s share capital
- Directors: Appoint at least one director who is at least 18 years old and resides in Malaysia
- Company secretary: Decide whether to appoint one now or within 30 days of incorporation
These documents are essential for the new company registration process and will be required when you register business in Malaysia.
SSM Registration Fees: Understanding the Costs of Company Incorporation
Here are the official SSM fees (not including SST) for company registration Malaysia:
- Name reservation: RM50 per name
- Incorporation fee: RM1,000
- CTC Certificate of Incorporation: RM30
These fees are part of the overall costs for registration of company in Malaysia. It’s important to note that these are only the basic fees to registering a business, and additional costs may apply depending on your specific business needs.
Cost Breakdown: DIY vs. Professional Assistance for Malaysia Company Registration
Understanding the full cost of company registration including paid-up capital, minimum business account deposit and post-incorporation compliance costs is crucial for budgeting. Here’s a breakdown of the expenses involved:
SSM Fees:
- (optional) Name reservation: RM50 per name
- Incorporation fee: RM1,000
- CTC Certificate of Incorporation: RM30
Professional Services (if opting for assistance):
- Company secretary fees: RM800 – RM2,000 per year
- Incorporation service fees: RM500 – RM2,000 (varies by provider)
- Altomate Incorporation & Company Secretary package: RM2199. Includes RM999 incorporation service (SSM fee included) and RM100/mo Essential Company Secretary Plan.
Total Estimated Cost:
- DIY Registration: RM1,080
- Professional Assistance: RM2,300 – RM5,000 (including incorporation and first-year company secretary services)
- Altomate Incorporation & Company Secretary package: RM2199
For your convenience, here are other additional costs to be aware of:
Additional One-Time Costs:
- Company seal: RM50 – RM100
- Business license fees: Varies by industry and location
- Bank account opening: Usually free, but minimum deposit required
Other Ongoing Costs:
- Accounting software: RM50 – RM200 per month
- Annual return filing fee: RM50 – RM500 (depending on share capital)
- Annual company secretary fees: RM800 – RM2,000
- Audit fees (if required): RM2,000 – RM5,000 per year
Note: These costs are estimates and may vary based on specific circumstances and service providers. It’s always advisable to get quotes from multiple sources before proceeding.
Why The Company Secretary Method Makes The Most Sense
While the DIY approach might seem cost-effective initially, opting for a licensed company secretary to handle your registration of company is the better choice. Here’s why:
- Expertise and efficiency: Company secretaries are well-versed in the intricacies of Malaysian company law and SSM requirements, ensuring a smooth and error-free registration process.
- Time-saving: By delegating the paperwork and follow-ups to a professional, you can focus on other crucial aspects of setting up your business.
- Compliance from day one: Corporate compliance requires a company secretary to be appointed within 30 days of incorporation. By engaging one from the start, you ensure immediate compliance and avoid potential penalties.
- Cost-effective packages: Many service providers, like Altomate, offer comprehensive packages that combine incorporation and company secretary services. These packages often provide excellent value for money, covering both the initial registration and ongoing compliance needs.
- Continuous support: A company secretary can provide valuable advice on corporate governance and help maintain your company’s good standing with regulatory bodies.
A company secretary can guide you through the process of how to register a company in Malaysia, ensuring that all legal requirements are met.
Use Altomate to incorporate your company online in Malaysia today >
Selecting a Company Name: Guidelines and Regulations
The Companies Commission of Malaysia (SSM) has specific guidelines and restrictions to ensure that company names are unique, appropriate, and not misleading. Here are key regulations to keep in mind:
Restrictions on Company Names:
- Names identical or too similar to existing companies
- Names suggesting connection with the royal family or government
- Names containing words like “Imperial,” “Royal,” “Crown,” or “Empire” without proper approval
- Offensive or vulgar names
- Names implying illegal activities
- Names that are too general (e.g., “Investments Sdn Bhd” without any distinguishing words)
- Names of well-known international companies, unless you have permission
- Names implying professional qualifications without proper licensing (e.g., “Architect,” “Engineer”)
- Names containing restricted words like “Bank,” “Insurance,” or “University” without proper approval
Use our free company name check to conduct a name search before submitting your preferred name for approval. This can save time and prevent rejection of your application. Remember, the approval of a company name is valid for 30 days, during which you must proceed with the incorporation process.
Process for Registration of Company Using MyCoID
Here is a complete overview of the incorporation journey to help you navigate the process more effectively. Here’s a detailed overview of the key steps:
- (Optional) Name Reservation:
- Choose a unique company name
- Submit the name for approval through SSM’s website
- Pay the name reservation fee (RM50 per name)
- Wait for approval (usually within 1-2 business days)
- Document Preparation:
- Gather personal details of directors and shareholders
- Ready a registered office address
- Compile other required documents (e.g., copies of identity cards or passports)
- Submission of Documents:
- Log in to the MyCoID portal
- Fill in the required company information
- Upload all necessary documents
- Review all information for accuracy
- Payment of Fees:
- Pay the incorporation fee (RM1,000 for paid-up capital up to RM1,000,000)
- Make payment through the online portal
- Application Review:
- SSM reviews the submitted documents and information
- Respond promptly to any queries or requests for additional information
- Approval and Getting Your Certificate:
- Upon approval, SSM emails the Notice of Registration (Section 15)
- Purchase your Certificate of Registration (Section 17)
Timeline: The entire process typically takes 1-3 business days if all documents are in order and there are no complications.
This process outlines how to apply SSM registration and complete the online registration of company through the MyCoID system.
Post-Registration Essentials: Setting Your Malaysian Company Up for Success
Once your company is registered, there are several immediate actions and ongoing requirements to address:
Immediate actions required after registration:
- The company must appoint a company secretary within 30 days of incorporation
- Hold first board meeting and pass first board resolution
- Open a business bank account in Malaysia
- Register for tax (including GST if applicable)
- Apply for necessary business licenses
- Set up proper accounting and record-keeping systems
Ongoing compliance and regulatory requirements:
- Annual return filing
- Financial statement preparation and submission
- Board meeting minutes and resolutions
- Updating SSM on any changes in company details
These steps are crucial for maintaining your company’s good standing with SSM and ensuring ongoing compliance with Malaysian business regulations.
Conclusion
Registering a company in Malaysia is a significant step towards realizing your business ambitions. While the process may seem complex, with the right guidance and support, it can be a smooth and efficient journey. Whether you choose the DIY route or opt for professional assistance, understanding the key steps and requirements is crucial.
Remember, the registration of company is just the beginning. Ensuring ongoing compliance and proper management will be key to your business’s long-term success. Consider leveraging professional services like Altomate to not only simplify your incorporation process but also to provide continued support as your business grows.
FAQ – Frequently Asked Questions
What is the process of company registration?
The process involves:
- Choose a business structure
- Reserve a company name with SSM
- Prepare necessary documents
- Submit application and pay fees
- Purchase Certificate of Incorporation
What is proof of company registration?
The company registration certificate issued by SSM serves as proof of company registration in Malaysia.
What is the registration number of company?
It’s a unique identifier assigned by SSM upon registration, typically consisting of 12 digits for companies registered after October 11, 2019. This is also known as the business registration number or ROC number.
How to check registration of company?
You can check a company’s registration status through SSM’s e-Info portal (https://www.ssm-einfo.my) or MYDATA-SSM portal (https://www.mydata-ssm.com.my). These platforms allow you to perform an eSearch SSM for company information.
How can I check if a company is registered under SSM?
Use SSM’s e-Info portal or MYDATA-SSM portal to search using the company name or registration number.
How can I check my SSM status?
Go to the login page of SSM’s MyCoID website. Then click ‘Check Existing Registration‘. Fill in the form to check your SSM status. Detailed walkthrough here >
Where can I find my company registration number?
Your company registration number can be found on the Certificate of Incorporation. This number is in a 12-digit format for all business registrations. Note that you are required to purchase your Certificate of Incorporation separately after receiving SSM’s approval.
Why do I need to register with SSM?
Registering with SSM is legally required, provides credibility, allows access to business loans, and enables tax benefits. It’s a crucial step in how to start a business in Malaysia.
Can I do business without SSM?
No, it’s illegal to operate a business in Malaysia without registering with SSM, except for specific exempted activities.
What is the penalty for no business license in Malaysia?
Operating without registration can result in fines up to RM50,000 and/or imprisonment for up to two years.
Does a freelancer need to register with SSM?
Yes, if the freelancing activity is conducted as a business for profit, it should be registered with SSM.
Do I need SSM to sell online?
Yes, online businesses conducting sales for profit should be registered with SSM.
Which registration is best for startup?
For startups, a Private Limited Company (Sdn Bhd) is often recommended due to limited liability and credibility benefits.
What is the difference between Sdn Bhd and Berhad?
Sdn Bhd is a private company limited by shares, while Berhad is a public limited company that can be listed on the stock exchange.
Can SDN BHD have 1 director?
Yes, as of 2016, a Sdn Bhd can be incorporated with a minimum of one director and one shareholder.
Why is Sdn Bhd better?
A: Sdn Bhd offers limited liability, easier access to funding, better credibility, and potential tax advantages.
How to register a company under SSM?
Register online through SSM’s MyCOID portal or visit an SSM counter. Provide required documents and pay the registration fee.
How long does SSM take to approve?
Online applications are typically processed within 1-3 business days if all documents are in order.
What is the age limit for SSM?
Directors must be at least 18 years old to register a company with SSM.
What is the form for registration of company in Malaysia?
The main form for registration of company in Malaysia is the Section 14 Super Form, also known as the Company Incorporation Application Form. This form includes essential details such as the proposed company name, nature of business, share capital, and director information.
What is the purpose of Suruhanjaya Syarikat Malaysia (SSM)?
SSM regulates business entities, ensures compliance with business laws, and maintains a registry of companies and businesses in Malaysia.
What are the duties of SSM?
SSM’s duties include company and business registration, regulation enforcement, maintaining corporate information, and promoting good corporate governance.
Is SSM private or government?
SSM is a statutory body under the Ministry of Domestic Trade and Consumer Affairs, making it a government entity.
What is the difference between ROC and SSM?
ROC (Registrar of Companies) was the predecessor to SSM. SSM was formed in 2002, taking over the functions of ROC and the Registry of Businesses.
