Learn more about how to start a business / company in Malaysia and how to operate it properly under the laws of Malaysia. If you're starting up new, the articles are very useful for new business owners too.
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If you have no experience in starting a company, you’re probably wondering about the purpose of paying a monthly fee to an appointed company secretary for your Sdn Bhd. What exactly do they do, and why is it a must for every company to appoint one? The following article will explain more.
[Secretarial | Governance | Compliance]
A company secretary is an officer of a company. Each business is required to designate a company secretary in accordance with The Companies Act of 2016. Keeping the business’s documentation organized, timely filed, and advising the board to constantly comply with legal and regulatory obligations.
The company secretary is responsible for ensuring that any changes to the statutorily needed information below are properly filled up in the appropriate specified forms and submitted to the SSM within the specified deadlines:
The board of directors shall be informed by the company secretary of the pertinent dates for the business’s annual general meeting, annual return filing, and financial statement submission.
The company secretary’s role is purely administrative, which includes the following:
The company secretary is responsible for ensuring that the business abides by its bylaws and that revisions are properly drafted and incorporated.
The company secretary is responsible for keeping the company’s membership list current and handling share transfers and other shareholding-related issues. The original share certificates and corporate seal are often kept in his possession as well.
The company secretary acts as a liaison between the company and shareholders, facilitating communication through circular resolutions, issuing documents regarding capitalization and rights issues, keeping track of changes in the register of members to spot potential takeover bids, conducting inquiries into the ultimate beneficial ownership of shareholdings, and maintaining general shareholder relations.
The company secretary must keep up with the most recent developments in these laws. In order to advise the board on correct corporate governance issues, help directors with their roles and obligations, compliance with company and securities laws, and Bursa Malaysia Listing Requirements (for public listed companies).
The company secretary serves as the main point of communication for both the company and SSM as well as between shareholders and directors. He also plays a significant role in the case of a corporate exercise (merger, acquisition, disposal, and winding up), where it is his responsibility to ensure the accuracy of all documentation, ensure due diligence disclosures, enable proper commercial evaluation prior to transaction completion, and enable timely execution of documentation, among other things.
There are many companies’ secretary services available in Malaysia, and one of the the cheapest around is Boss Boleh Cloud Company Secretary! Founded in March 2021, Boss Boleh is a one-stop online platform that enables you to obtain secretarial services with a single click, verify papers with digital signatures, keep SSM documents in the cloud, and review them from anywhere at any time.
You may easily access our services online due to our state-of-the-art web application solution. As a result, you can do away with the paperwork, spare yourself the inconvenience, and say goodbye to in-person meetings because we can assist you remotely.
*Includes all Government (SSM) fees
*All plans are paid annually
|Appointment of Licensed Company Secretary for Your Company||Appointment of Licensed Company Secretary for Your Company|
|Registered Office Address||Registered Office Address|
|Maintenance of Statutory Record & Minutes Books||Maintenance of Statutory Record & Minutes Books|
|Printing & Phone Charges||Printing & Phone Charges|
|Certified True Copies (CTC) – RM10 /set||Certified True Copies (CTC) – FREE 10 sets /month|
|Despatch & Courier Charges – RM8 /request||Despatch & Courier Charges – FREE|
|Bank Resolutions – RM100 /request||Bank Resolutions – FREE|
|Other Resolutions (Category I & II) – From RM100 /request||Other Resolutions (Category I & II) – FREE|
|Annual Return Filling (Includes SSM Fees) – RM450 /year||Annual Return Filling (Includes SSM Fees) – FREE|
|Audited Financial Statement Filling (Includes SSM Fees) – RM150 /year||Audited Financial Statement Filling (Includes SSM Fees) – FREE|
Definitely Boss! Usually Sdn Bhd is used to hold commercial properties. Loans can extend up to 85% if commercial properties are held through companies whereas, the loan of an individual only can be capped at 60%.
The share capital of a company is the only security on which creditors rely. So, any reduction of share capital diminishes the fund out of which they are to be paid. As a result, companies with shares are not allowed to reduce the capital frequently.
Boleh, Boss! SSM allow Foreigner to open Sdn Bhd in Malaysia with 100% foreign-owned businesses. As long as there is at least 1 director who is at least 18 years old, and has a place of residence in Malaysia.
Sdn Bhd need to comply with Companies Act, every year need to prepare Audited Financial Statement and submit it to SSM.
Sdn Bhd accounts is audited by Chartered accountants according to Accounting standards and Companies Act.
Banker will have higher confidence on Sdn Bhd because is more reliable when looking at your company financial performance audited by Independent auditor.
If we take RM 300,000 as chargeable income, Sdn Bhd will need to pay RM 51,000 Tax; whereas for Enterprise need to pay RM 59,150.
Sdn bhd (SME) tax rate, first RM 600k of chargeable income is tax at 17%, balance is tax at 24%.
Looking to register your very own Sdn. Bhd.? Get in touch with us now!