Every Sdn Bhd in Malaysia must appoint a secretary to manage its corporate affairs. This is a requirement under the Companies Act 2016 and the Companies Commission of Malaysia Act. While many founders start with the first provider they find, your business needs may evolve. If your current service is slow or expensive, you can change company secretaries in Malaysia to find a better fit.
A proactive company secretary in Malaysia ensures your business remains compliant with the Companies Commission of Malaysia (SSM). If you are unhappy with your current provider, you should switch to a partner that uses modern technology.
Why You Might Change Your Company Secretary
There are several reasons to change your company secretary. Many company secretaries still rely on manual paperwork and physical meetings. If you want to digitise your company registration documents, moving to a digital CoSec is a smart move.
Another common reason is the fee structure. Some company secretarial services charge hidden costs for every resolution or company seal application. By looking for a new company secretary, you can find transparent pricing that helps your cash flow.
Poor communication is also a major red flag. If your secretary does not notify you about a filing deadline, your company could face a heavy penalty for non-compliance. To avoid these risks, you must appoint a new company secretary that prioritizes speed.
The Step-by-Step Process to Change Your Company Secretary
The step-by-step process to change your provider is regulated by the Companies Act 2016. You do not need to worry about a difficult transition because the new secretary usually handles the handover of statutory books.
1. Board Resolution and Resignation
The first step is for the directors to pass a board resolution to appoint the new CoSec and accept the resignation of the outgoing one. The resignation letter from the old secretary must state the effective date of their departure.
2. Prepare the Statutory Documents
Your new company secretary will prepare the necessary statutory documents. This includes the consent to act as a secretary and the notification of a change in the register of managers and secretaries.
3. Lodge the Notification with SSM
Under Section 58 of the Companies Act 2016, the change must be notified to the Companies Commission of Malaysia within 14 days from the date of resignation. Your newly appointed CoSec will lodge these details through the MyCoID system.
4. Ensure the Office is Not Vacant
Under the law, the office of the company secretary cannot remain vacant for more than 30 days. If it remains vacant for 30 days or more, the company is in breach of corporate governance rules and faces a penalty from Syarikat Malaysia.
What to Look for in a New Company Secretary
When you appoint a new company secretary, you should evaluate their secretarial expertise. Here are the four key things to include in your checklist.
1. Digital Integration
A modern company secretary in Malaysia should offer a digital dashboard. This allows you to view your incorporation papers and statutory records online at any time. Digital company secretarial platforms make it easier to manage filing requirements without having to visit an office.
2. Knowledge of Malaysian Law
Your CoSec must be licensed by the Companies Commission or be a member of a prescribed professional body. They must understand the Companies Commission of Malaysia Act 2001 and Section 20G of the Companies Commission requirements. This expertise prevents non-compliance issues.
3. Fair Secretarial Fee
Always check the fee for secretarial services. A good new company secretary will provide a clear list of costs for lodgement, statutory updates, and annual return submissions. Avoid firms with high termination fees or hidden charges for changing registered office details.
4. Efficient Handover
The new secretary should be proactive in requesting the statutory books from the previous firm. An efficient handover ensures that your corporate governance records are updated without any data loss.
Maintain Compliance and Avoid Penalty
The main role of company secretaries is to keep the company in good standing. This involves the timely filing of the Annual Return and Financial Statements. If you switch company secretaries, your new partner should conduct a health check on your past records.
In Malaysia, the Companies Commission of Malaysia (SSM) is strict about deadlines. If a change must be notifiedand you fail to do so within 14 days, the company and its directors can be fined. Choosing to change the company secretary in Malaysia is often a defensive move to protect the board from legal trouble.
Act Now to Appoint a New Company Secretary
If you are frustrated with your current secretarial provider, do not wait for a penalty to happen. You can change your company secretary at any time during the year. The process for switching company secretaries is designed to be seamless, so your business operations are not interrupted.
Whether you are a small Sdn Bhd or a growing Malaysian startup, having the right new secretary makes a difference. They ensure your register is accurate and that your statutory obligations under the Companies Act 2016 are met.
If you are ready to appoint a new company secretary and experience a digital-first approach in Malaysia, contact us today. We can guide you through the step-by-step process to change your CoSec and take over your company secretarial duties professionally.
