Permanent residence in Malaysia is eligible to act as company secretary is first requirement. The Chartered secretary must be qualified from Chartered Institute in Malaysia along with 3 years practical experience. On the other hand, license secretary must be qualified by SSM rules and examination. Both secretaries can perform duties as Company Secretary of appointed companies by law. Company Secretary (ACS, FCS) certify SSM copies and seal on documents as original. Fees (expected RM 4500-RM 12000) of company secretary are higher than general employees as holding top position of the company. Responsibilities of a secretary in private companies are limited but public limited companies are much and unlimited. To remember, company secretary is not like office secretary of the director! The company secretary is recognized by law as an officer of the Company and act secretarial jobs.
Who can be company secretary in Malaysia?
According to the Section 139 A (a) and (b) of the Companies Act 1965, a chartered accountant can be company secretary. But he or she must be registered within the Malaysian Institute of Accountants.
It is mandatory to attain his or her registration, from the Malaysian Institute of Chartered Secretaries and Administrators. The requirement to become a company secretary in Malaysia points out below:
- You must be at least 18 years old or above.
- You need to be citizen of Malaysia & must have permanent resident.
- Must be licensed under Companies Commission of Malaysia (SSM)
- He/ she must be qualified from ICS with experience.
Only ACS, FCS has right to process of company incorporation under Companies Acts, 1965. The incorporation of a company is administrated by Suruhanjaya Syarikat Malaysia (SSM).
How company secretary is appointed?
According to the company Acts 2016, every SDN BHD company in Malaysia needs to appoint at least one company secretary. You must nominate the Malaysian sectary within 30 days from the date of incorporation of a business. You should not appoint a sectary unless-
- The person is qualified under the subsection of 235(2).
- The person is not disqualified under the section of 238.
- He or she agreed to sign legal papers to recruit as Secretary.
However, the board of director can only remove company secretary from the company following terms & condition. However, the sectary may also resign from his position by giving notice to the board (subjected to terms & conditions).
Yearly and monthly Fees of a company secretary in Malaysia
As this is responsible and sensitive job so, salary is higher than other employees as general. Remuneration start from RM 4500-RM 1200, depend on duties and experienced. Salary in public limited companies more than private companies as duties are not same. Secretarial firms provide secretary services to their clients by monthly and yearly fees. In terms of monthly fees range RM 50 to RM 100 whereas yearly fees RM 600-RM 1000 as practice. Salary of public limited listing companies with stock exchanges is RM 6000-RM 12000.
|Fees particulars by S & F Consulting Firm||Responsible||Secretary Service Fees / yearly as RM|
|Appoint as Company Secretary||By Company||1000-1200|
|Memorandum & Association||New Company||Free of cost|
|Board Resolution||Bank Account & Company||200-300|
|Guide Line||Directors||Free of cost|
|New Director Appointment||Company||100-200|
|Annual Return||for Company and SSM||500-1000|
|New Update by Government||Company and Director||Free of cost|
|Minutes and Register Book||Company||No Fees|
|Documents Prepare and Print||Miscellaneous||Free of cost|
|Company Seal & Chop||Papers||No Fees|
Disqualification to act as a company secretary Malaysia
Since a company secretary plays a pivotal role in corporate governance, therefore he or she needs to put extra hours in the office if needed. You can be disqualified from the position of company secretary if –
- You are an undischarged bankrupt.
- You are convicted of any offense in Malaysia or abroad for a crime (Under section 1998)
- You are no longer a holder of legal license (under section 139B)
- You are not a member of the professional body (under section 139B).
However, the position of company sectary should not be left vacant for more than 30 days. If a company secretary is terminated, the position should be filled up by appointing new secretary within 30 business days.
Services of a Company Secretary Malaysia
- Prepare documents to register Sdn Bhd
- Submit papers to SSM
- Advise to shareholders
- Prepare Board Resolution
- Buy super form
- Chop in documents
- Order Company Seal
- Prepare Minutes & Register Book
- Appoint new director
- Appoint auditor
- AGM preparation
- Submit Annual Return
- Process to listing
- Update of stock exchange
- Maintain rules of stock exchange
- Issue share certificate
- Share transfer
- Allotment of shares
- Wing up business
Duties of secretary
- Prepare documents to register Sdn Bhd: Yes, ACS will prepare forms, articles, particulars of directors and submit to SSM registering a company.
- Advisory of shareholders: ACS updates shareholders when laws are changes.
- Board Meeting Resolution: To operate a business Board Meeting Resolution is needed for open bank account, AGM, EGM, project submission, changes of directors and many more purpose. Secretary will prepare them and keep record of each meeting.
- Maintain minutes and registered book is another duty by law.
- Shareholders and directors must be updated before expiry of annual return to save from penalty.
- If any shares are sold, transfer of shares, certificate issuance and extra duties.
- Liaison with auditor, tax lawyer, corporate, directors, and employees are part of secretaries.
- Ask ACS to buy any forms from SSM when need.
A company secretary helps to complete formation procedure of your private limited company (Sdn Bhd). It is the responsibility of the company secretary, to make sure that the company operates following rules and regulation. For the annual general meeting, all the administrative tasks will be carried out by the company secretary. To improve the benchmark of professionalism, an ACS can take part in training courses. The company secretary needs to interact with various stakeholders both internally and externally, including representatives of government agencies to make sure that all legal requirements are fulfilled. As a company secretary, it is your responsibility to research and examine matters that are affecting the business.
Company Secretary ins and outs
If you want to establish a foreign company you must need to appoint a company secretary (must be a Malaysian citizen). Appointing a company sectary is the requirement of the Malaysian government to register a company within Malaysia. However, this article explains in details procedure of appointing company secretary and their roles.
However, if you want to hire a company secretary, you can contact us. S & F Consulting Firm is helping foreigners for setting up business in Malaysia since 2012. We have experienced professional who can solve out any business problems in Malaysia. Our fees and service are far better than other. According to our policies, we do not share your confidential information with other. You can also check the things you need to know about business entities in Malaysia.
RM 1000-1200 per year and no extra fees to take any services within 12 months.
It is free, no extra charge.
Each Sdn Bhd company must hire one secretary as law. But you can hire multiple Company Secretaries if like. Public listing companies might have 2-5 Certified Secretaries as many issues are handled. He/ she will act as a safeguard of the company from any penalty. He/ she will perform all duties of Company Secretary as law.
1-2 hours maximum takes.
3-d days, if company name is available.