Incorporation Procedure:

  • Name Search and Application of Name
  1. This step can be done in 2 ways:
  2. Direct incorporation (name reservation and incorporation process together)
  3. Name reservation (reserved for 30 days long, each name costs RM50)
  • Lodgment of Application to Incorporate the Company
a. Name of the proposed company

    • Research required
    • Come out with minimum 3 ideal names for backup purpose

b. Status of whether the company is private of public

    • Differences between private and public company are listed below

c. Incorporation of business:

    • Sole Trader
    • Partnership
    • Sdn Bhd
    • Differences between the natures of business are listed below)

d. Proposed registered office address for registration

    • For Cheng & Co’s client, we provide the registered office address.

e. Name, identification, nationality and the ordinary place of residence of:

    • Member of the company
      • If the person in another body corporate, provide the place of incorporation, registration number and the registered body of the corporate.
    • Every person who is to be appointed as a director
    • Every person who is to be appointed as a secretary (Cheng & Co provide 2 company secretaries for the company)
    • For 100% foreign investments, please ensure that at least one director resides in Malaysia (residential address is required). If you do not fulfil this requirement, you can choose to use nominee director services.

f. A company limited by shares:

    • Provide details of class and number of shares to be taken by a member

g. Any other required documents.

  •  Incorporation Fee
  1. A company limited by shares
  • Verification of Incorporation
  1. Notice of approval will be issued at this stage
  2. A certificate of incorporation will only be issued by SSM upon request together with the prescribed fee.
  • Post Incorporation
  1. Apply for other required

 

Extra Information:

Table 1- Types of Limited Company (Sdn Bhd and Bhd)

Private Company (Sdn Bhd)

Public Company (Bhd)

Financial Reporting Standard

Malaysian Private Entities Reporting Standards (MPERS)Malaysian Financial Reporting Standards (MFRS)

Number of Shareholders

Maximum 50 ShareholdersUnlimited Shareholders

Transparency of Financial Information Flow

Internal review onlyClear Financial Status, as it will be disclosed to the public

Availability of Shares

Prohibited to open shares to the publicThe public can buy the shares

Number of Residences in Malaysia

At least one (1) director needs to reside in MalaysiaAt least two (2) directors need to reside in Malaysia

Company Accounts

(Annual Financial Statement and Reports)

The accounts must be done within 30 days from the day the accounts are circulated to the members (within 6 months from the end of its financial year).The accounts must be lodged with the ROC within 30 days from its general meeting (AGM).

 Table 2- Types and Features of Organization Structure

 

Sole Trader

Partnership

Company

Legal Liability

Personally liable

(Unlimited liability)

Personally liable

(Unlimited liability)

Not personally liable

(Limited liability)

The Requirement of External Audit

Do not require an external  auditDo not require an external auditExternal accounting and audit required

Capital

Own CapitalPartners’ CapitalShare Capital

Controls of the Firm

Sole Trader alonePartnersBoard of directors

Number of Shareholders/Partner

Sole Trader alone2 to 20 partnersMinimum 1 to 50 shareholders

Company Secretary

Do not requireDo not requireQualified secretary

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