Bismillahir Rahmanir Rahim
Hi, today we shall discuss about online Sdn Bhd Company Registration Malaysia with latest information of steps, process & fees. Are you planning to register a company in Malaysia as foreigner from overseas ?
May I ask your business nature to guide on business registration fees and process, properly? Sdn Bhd company is the one option to incorporate a company in Malaysia for non-resident. Limited liability company is called Sdn Bhd in Malaysia as local language.
- Here, fee means company incorporation fee;
- Sdn Bhd means Sendirian Berhad;
- Company Secretary means license secretary who is authorised by law to register a company;
- Cost means other charges apart from incorporation;
- Paid up mean equity share;
- SSM means Suruhanjaya Syarikat Malaysia (Malay language), ROC in other country;
- Business license means export, import, WRT, Halal and Signboard in Malaysia;
- KL means Kuala Lumpur
- COSEC means Company Secretary
- Shareholder means director by law
- 1 7 steps of business registration in Malaysia for foreigners
- 2 Types of company registration Malaysia
- 3 How to open a sole proprietorship company?
- 4 How to register a partnership business?
- 5 How to register a company limited by guarantee (CLG)?
- 6 Sendirian (Sdn) Unlimited Company Registration Process
- 7 How to establish a Berhad (Bhd) Public Limited Company?
- 8 Way of LLP Incorporation in Malaysia
- 9 Online Sdn Bhd Company Registration Guideline A-Z
- 10 SSM registration Forms
- 11 Documents Required for Company Registration
- 12 Certificate of Registration for Sdn Bhd company
- 13 Company setup estimated fees
- 14 Post registration and yearly cost
- 15 Responsibility of a dormant company
- 16 Joint Venture company formation process
- 17 Labuan Company Incorporation Malaysia
- 18 Conclusion of a registration guideline
7 steps of business registration in Malaysia for foreigners
Step 1: Find a company secretary or expert who can guide on registering process. Appoint Company Secretary to start the incorporation as SSM guideline.
Step 2: Let the COSEC prepare Forms to sign by the shareholder (s). As a shareholder, must fill up a form given by the secretary and declare that you are not a bankruptcy in your country.
Step 3: There are three proposed business names are recommended to check availability.
As name registration of a company is not easier as huge number of companies are registered in a month.
Step 4: Let the secretary know about business nature, paid up capital, address, contact and email to go for next step towards company formation. Remember, in one company, maximum 3 business natures are allowed to add.
Step 5: Now, COSEC will submit the form to SSM by making online payment for name reservation. The same day or next day, proposed name will be registered for sure and the name is active for 30 days.
Step 6: Without waste time as foreign shareholder must speak with bank officer as formation of a company will be completed by 2-3 days. Request your advisor to guide how easily bank account is opened.
Step 7: Receiving incorporation certificate ask your secretary to certify as required by bank. Information of fees to online registration a Sdn Bhd company will be shared in the end of this article.
Types of company registration Malaysia
Do you know that only Sdn Bhd company is suitable for foreign ownership businesses?. Foreigners cannot open sole proprietorship company by law.
- Sole Proprietorship
- Sendirian Berhad (Sdn Bhd) in Malay, Private Limited Company in English.
- Company Limited by Guarantee (CLG)
- Sendirian (Sdn) is called unlimited Company
- Berhad (Bhd) / Public Limited Company
- Foreign Company
- Perkongsian Liabiliti Terhad (PLT) / Limited Liability Partnership (LLP)
How to open a sole proprietorship company?
Only local IC holder is eligible to open sole proprietorship company through SSM registration process and under business Act of 1956. How choice of proprietorship is less duty need to perform as owner.
Low income tax, no annual return filing to SSM on time and easy to form and wind up. Business registration fee is RM 30 (thirty) only. To appoint a company secretary for proprietorship company is exempted.
Proprietorship company formations steps are 1) Fill up a form and submit to the counter of SSM to verify by officer. 2) SSM officer will check the name availability 3) Make a payment of online registration purpose RM 60, Name purpose RM 30 and branch RM 5 only. 4) Applicant need to wait for 1-2 hours to receive business registration certificate after making payment.
How to register a partnership business?
I would love to share important information that 2-20 partners can collectively register partnership business. There is neither share capital or duty of appoint a company secretary. Process of registering a partnership is same as like sole proprietorship. Visit: ezbiz Malaysia
A proposed name must select to check in the counter of SSM. Fill up a form given by SSM office and pay for registration, name reservation in total amount of RM 65. Partnership company incorporation in Malaysia is more easier for local citizen. IC card, address, name of a business and fee information are necessary to know how to register a company. Advantages are:
- No need company secretary to appoint
- No need audit report as yearly basis
- Hassle free tax filing
- Quick wing up process
How to register a company limited by guarantee (CLG)?
A company is incorporated as publicly and liability is borne by the members. 2 types of CLG company is formed 1) Without Berhad (Bhd) and 2) With Berhad (Bhd). The objectives of the business to form CLG is recreation or promotion of goods. One person might appoint as a director if officer of SSM think as a fit for. Do you know how to register a company and what are the documents required for limited company in Malaysia?.
Basic requirements to register limited guarantee company (CLG) are address, name of business, objectives and power of the members. CLG is formed under the Companies Act 2016.
Sendirian (Sdn) Unlimited Company Registration Process
The company shall have the followings:
The character of an unlimited company is:
- A minimum 3-4 business partners.
- Proper name
- Registered address plus
- IC of the directors for identification. Setting up unlimited company is as like same of limited by guarantee. Documents are verified by the officers of SSM.
How to establish a Berhad (Bhd) Public Limited Company?
Requirement of registering public limited company is minimum 2 shareholders and one promoters must be residence in Malaysia. PLC is established under company act 2016. Name of the company registration, address, contact detail information as same as Sdn Bhd company formation process.
Way of LLP Incorporation in Malaysia
LLP, Limited liability partnership business is incorporated under company act 2016. Fee of LLP registration is RM 500. According to legal terms the corporate, law firm, accounting firm, joint venture companies are setting up by LLP format. To open LLP there must be 2 partners or corporates and they the company can make profit. Requirement of LLP formation are:
- A registered address
- IC of the partners
- Name registration from SSM officers
- Business nature
- Approval letter copy from professional if any special. This is all about process of LLP formation in Malaysia for the local entrepreneurs.
Let discuss on Sdn Bhd company as foreigners are only one option to register this company.
Online Sdn Bhd Company Registration Guideline A-Z
Malaysia company registration process are as follows:
- Online registration of account on MyCoID portal (Process by company secretary)
- Activating account at SSM counter
- Login credentials received through email after account activation on MyCoID portal
- Name of the company search on the Direct Incorporation Application on MyCoID portal homepage
- Under Name Search for other information
- Form 13 A is called a company name
- Selection of Business code and description
- Information of shareholders and directors, form 48a
- Submission of application
- Payment of RM1060 as an incorporation and name registration fee and get a receipt
- Registration notice as proof of company incorporation
SSM registration Forms
CS (COSEC) to perform duties must prepare some forms submit them online to SSM. Log in MyCOID to process documents:-
- Name registration copy
- BORANG PNA 42 to register a business name
- BORANG A is a separate required form of incorporation.
- Company Registration Form 1
- Registration Form 2 for the directors
- Registration Form 3 for new company incorporation
Documents Required for Company Registration
Foreigners must have choice to register Sdn Bhd company registration as no other option open for them. Opening a company, there must have some require documents to follow up for the foreign nations:
- Age of the shareholder shall be minimum 18 years
- No record of bankruptcy in home country
- Residence address in Malaysia
- Pay the equity share capital amount in Bank
- Company must be a business address
- There are some requirement from banks as well. A board meeting resolution copy attested from Company Secretary.
- To open a company must be minimum 1 shareholder who is by law hold position of director.
- The maximum number of shareholders are fifty (50)
- As there is no more authorised capital system in Malaysia. Minimum and maximum value of share capital is Ringgit 1 to 1 million for limited company.
- Directors can not show capital RM 100K, 300K, 500K or 1 million at the time of opening a new company. The main reason is as there is no point of evidence copy of investment. A reasonable share capital (RM 3000-4000) is perfect to show at the time of registration a company.
- As law of Malaysian, Foreigners can own 100 percent shares of the company.
Certificate of Registration for Sdn Bhd company
After the completion of the process mentioned above, director receive registration certificate. The Company registration certificate in Malaysia is issued by the SSM through email. Incorporation certificate and other forms provided by SSM are compulsory to start business:
- As Companies Act, Section 17 (seventeen) is called Incorporation of a company.
- Section fifty eight is called Particular of company secretary and lodgement.
- Section fourteen (Super form that describes about particular of the directors and members, lodgement, particular of the company and company secretary)
Note: Purchase other forms from SSM my data if require
Company setup estimated fees
To register a company in Malaysia as promoters discuss with consultant for SSM fees . Amount of company setup fee depend on service and offer by the consultancy firm. Let see, how much fee is there to incorporate a company?
|Sdn Bhd Company||3000-3500||2-3 days|
|Company Secretary Appointment||1200-1500||12 months|
|Open Bank Account||30000-50000||10-15 days|
|Signboard & Premise License||1200-1500||5-7 days|
|Export & Import License||3000||1-3 months|
|Halal License (Requirement of alcohol)||3000||15-30 days|
|ESD registration & Work Permit||8000-12000||1-3 months|
|Accounts & Audit||3000 to above||Yearly|
|Wind Up||4500-5000||Any Time|
Post registration and yearly cost
Investors are worried for yearly cost after incorporate a corporation. Let see, what to do every year as a director:
As guideline of SSM in Malaysia, any Sdn Bhd company must submit annual return within calendar year. To refresh in mind, return filing to SSM is not same as income tax filing in Malaysia. Yearly of cost is RM 150 to above as government fee is not enough.
Consultancy firm add more costs to provide services for whole of the year to the companies (clients). Secretary fee is added Ringgit 1000-1500, depend of firm. Please keep in mind, this is all about yearly business registration fee in Malaysia.
Financial statement/ Bookkeeping/ Accounting fees
Any limited (Sdn Bhd) corporations must prepare FS (financial statement) to ignore financial penalty. Accounting, bookkeeping fees are not fixed as it depend on accounting firm and number of transactions. it is charged RM 800-RM 1000 for dormant company.
If the director have own house chartered accountant in own country who is updated about Malaysian accounting system is fine.
Audit service fee
Chartered accountant of firm in Malaysia must sign on the FS adding an audit report page. The auditor shall look into all transactions and supporting papers of expenses and income as the procedure. Without audit copy income tax filing is impossible (T & C apply). As practise in Malaysia, audit service fee for the dormant company is imposed Ringgit 1000 to 1200. For active company, audit fee is RM 2000 to RM 5000 or above.
Income tax filing
Tax agent can proceed to submit company tax filing by the audit copy. There is some forms are given to the director for signing to submit in LHDN (tax department). Tax service fee is RM 800 to RM 1500.
Responsibility of a dormant company
This is stupidity if the director carry wrong information that you will not submit filing as there is no business in the whole year. Director of the companies be aware about annual responsibilities to follow:
- Return submit to SSM
- Accounting and audit
- Income tax filing
- Wing up or strike off (if require)
What may happen if unfollow above instructions? Well, you will receive a gift voucher amounting RM 5000 from SSM. There is a gift box from LHDN (tax department) is given those company do not submit taxation on time. And the penalty amount RM 5000 to RM 50000. They have to pay for it in future if the entrepreneurs of a company ignore to submit return.
Barrier of bank account open
Do you think bank account open is easier in Malaysia? Local banks never welcome foreign shareholding companies to open account. Which banks are available for the non-resident shareholding company?
- Standard Chartered Bank
All foreign banks allow foreign shareholding companies to open bank account under terms and conditions. One of major condition is initial deposit amounting RM 30K to RM 50K. Initial deposit amount is withdraw-able by Cheque or online transfer. Foreign shareholding companies can visit foreign banks to open business account.
Joint Venture company formation process
Actually, it is the same process of Sdn Bhd company formation where one partner or company might be local or foreigner. Shareholding, paid up capital and all requirements are same.
IC for local and Passport for non-residence information must put in MoA and super form . The share allotment of the company split as discussion in board meeting of the company.
Any person or an entity is eligible to purchase shares of a Joint Venture (JV) formation as general process in Malaysia. If any local director in a company is not called JV formation as local is silent partner holding zero shares.
WRT license is applicable for all kinds of wholesale and retail entities in Malaysia. Exemption of WRT license is shareholders of the company are local. RM 1 million investment is a condition of WRT application.
Labuan Company Incorporation Malaysia
Labuan company is registered under Labuan company act 1990 and applicants must appoint Labuan trust company to complete the registration process. Name registration fee is RM 50 only.
To complete limited company incorporation process takes 36 hours at maximum. Fees of Labuan incorporation are as below:
- Name registration fee RM 50
- Paid up capital (RM 50K or below) RM 1000
- As guideline of a foreign shareholding company, shareholder must bank in Ringgit. Which is meant between Ringgit fifty thousand < 1 million RM 2 thousand in favour of paid up capital is the equity investment.
- Formation of a foreign company directly RM 6000
- Annual fee RM 2600 for Labuan company
- Foreign Labuan company registration fee is RM 5300
Conclusion of a registration guideline
Foreign investors are requested to contact us over WhatsApp or email for a free consultancy. Free advisory of S & F Consulting Firm on Malaysia company registration is perfect . Never hesitate to speak with us from overseas regarding Incorporation service, bank account opening, business licensing and work permit application.
S & F Consulting Firm Limited is a parent company and the local company name is SFM CONSULTING FIRM SDN BHD. There is no secret costs and services in our package as our information in the website.
SSM is a government organ that is responsible to register any company in Malaysia. SSM meaning is Malay language Suruhanjaya Syarikat Malaysia.
Yes, either shareholder is foreigner or local, at least, one shareholder is required in a company by law for registration.
Yes, by law, foreign shareholder can hold 100% shares of own company without local partner.
Well, foreigners are requested either to fix paid up/ investment capital amount in Ringgit 1 million in case of holding 100% shares as own or distribute majority or maximum 30% shares to local Malaysian partner.
Well, once complete your Sdn Bhd company registration must apply for signboard & premise license. After then, apply for WRT license from concern ministry/ government department (MIDA).
Passport copy, basic information of promoter, contact detail, local residence and business address in Malaysia and signature on a form as declaration of non- bankruptcy.
A-03-13 Tropicana Avenue, No 12 Persiaran Tropicana, Petaling Jaya, Selangor, Malaysia, 47410