Sdn Bhd Company Incorporation Process in Malaysia

Malaysia is one of the fastest and easiest places to incorporate a company in Asia, especially for foreign individuals or companies. It has the most cost-effective operations and has multilingual talented human resources.

All company incorporation in Malaysia is under the administration and enforcement of the Companies Commission of Malaysia, commonly known as Suruhanjaya Syarikat Malaysia (SSM)

Benefits of incorporating a company in Malaysia

• Establish a reputation as a legitimate business while dealing with suppliers and customers;
• Instilling trust and loyalty among suppliers, customers and employees;
• Able to fully market the brand & business everywhere without fear of competitors’ unfair practices;
• Increase opportunities to do business with large companies, both locally and overseas; and
• Helps avoid any possible legal problems with the government and tax authorities.

How many types of company incorporation is available?

Company limited by shares

• Most common type, popular among SMEs.
• Can be incorporated within 1-2 days.
• SSM Incorporation fee is RM 1,000.
• As the liabilities are limited to the amount of shares paid up.
• Can be Sdn Bhd (Sendirian Berhad) or Berhad.
• Berhad can be listed or unlisted.
• A Sdn Bhd can be converted into a Berhad and vice-versa.
• A Sdn Bhd can also be converted to an LLP (Limited Liability Partnership) but an LLP cannot be converted into a Sdn Bhd.

Company limited by guarantee

• Commonly known as CLBG.
• Incorporated as Berhad only.
• Incorporation process takes more than a month.
• SSM Incorporation fee is RM3,000.
• Commonly used for community promotion/projects, not for profit.
• The word Berhad in the name can be removed by summiting an application and a pledge of RM1 million.

Company unlimited

• Can be Sdn Bhd or Berhad.
• Berhad can be listed or unlisted.
• Can be with a share capital or without.
• As the liabilities are not limited, these companies are rarely incorporated.

In this article, we will mainly focus on the incorporation process of Sdn Bhd company in Malaysia under the Company Limited by Shares incorporation type. We recommend reading our explanation on the Advantages of Setting Up a Sdn. Bhd. Company also.

Requirements for Sdn Bhd Malaysia Company Incorporation

1. At least 1 Director and 1 Shareholder (Director and Shareholder can be the same person)
2. Director must be older than 18 years old
3. Director has a principal place of residence in Malaysia
4. Director is not bankrupt

Director plays a very important role in the company, therefore it is best to understand the roles, responsibilities and rights of the directors and also shareholders.

Things to prepare before the new company incorporation process

1. IC for identity verification purposes
   1. SSM does not verify the IC/Passport anymore, however company secretary will request 1 soft copy to make sure the names and IC are correct.
2. Proposed company name(s)
   1. Company names that contain names that are similar to another company would require an approval letter from the owner of the name to allow such name to be used.
   2. Controlled words would require approval from the relevant ministry or be limited to the nature of business such as schools, universities, finance, banks, etc.
   3. You can refer to our Guidelines for Naming Your Company article for more information.
3. Business nature and description
   1. The business nature codes (limited to 3 only).
   2. As the business codes do not cover every single available industry, users are advised to choose the closest relevant industry/field or description available. Then in the description part detail what the company does.
   3. The description is NOT for adding additional business nature to the existing 3 business codes already chosen.
4. Business address and registered address
   1. Business address is the place of business of the company.
   2. Registered office address is normally where the secretarial records, minutes book, register book, share certificates and common seal are kept.
5. Information of directors and shareholders
   1. Name, identification details (NRIC or passport), nationality, race (if not foreign), email address, telephone number and current residential address (this refers to the actual residential address and not what is stated in the identification documents).
   2. If the shareholder is an entity, then the name of the company, registration number, place of incorporation, registered address, corporate representative details, email and contact details.
6. Paid-up capital
   1. Authorised capital has been done away with under the new Company Act 2016.
   2. Company normally starts with RM1,000 paid-up capital as that is the sum being paid to SSM for the incorporation fees.

Payment needed for Sdn Bhd Company Incorporation

Referring to the SSM Official Table of Fees (Under the new Companies Act 2016), a flat registration fee of RM1,000 is payable to SSM for each application for the incorporation of a Sdn Bhd company. Then there’s a RM 10 fee which is to supply the company corporate information to agencies like LHDN, KWSP & SOCSO. Hence in total, it is RM 1,010.

Is it possible to incorporate a Sdn Bhd company on your own?

Yes, it is possible to do so by going through the MyCoID Portal.

1. Register an account at the MyCoID portal as Individual User.
2. After activating your new MyCoID account through email, you will get another email to validate account registration at your nearest SSM counter physically.
3. SSM will then activate your account, and you will receive an email to create your login credentials for the MyCoID portal.
4. Log in to MyCoID Portal, then click on ‘Direct incorporation’ in the menu.
5. You will be directed to complete the information below:
   1. The proposed company name
   2. The status of a private or public company
   3. The proposed type of business
   4. The address of the registered office
   5. The business address
   6. Complete details of directors(s) and shareholder/promoter(s)
   7. Declaration from directors(s) and shareholder/promoter(s)
   8. Declaration of compliance from individuals responsible for the incorporation
6. Proceed to the Transaction Page to make payment through Credit Card or Online Banking.
7. If there is no query or objection by SSM, you will receive a notification of incorporation via email.

For more detailed information, you can refer to this official MyCoID User Manual.

Important Note:

Only a registration notice will be issued.

A certificate of incorporation will only be issued upon application made with the prescribed fee.

The company certificate of incorporation can also be purchased thru SSM info sites

Company secretary must be appointed within 30 days after the incorporation of the company.

Referring to the Companies Act 2016 (section 236), a company secretary must be appointed within 30 days from the date of incorporation of a company. The responsibilities of a company secretary are more than just filing paperwork; in fact, it plays a pivotal role in the disclosure of information to companies and regulatory authorities as well as effective corporate compliance.

You can know more from our articles about the roles & responsibilities of a company secretary, and also check out our Digital Company Secretary Services page.

Can the company secretary incorporate the Sdn Bhd company for me?

Yes, most company secretaries do provide company incorporation services. It is recommended to do so generally with benefits as below:

1. Don’t have to go through SSM guidelines on company naming, and choosing the correct business nature for your company.
2. Don’t have to signup for a MyCoID account that needs physically attend to the SSM counter for validation.
3. Don’t have to go through the nearly 300 pages of the MyCoID User Manual, where there are nearly 80 pages about company incorporation.
4. Having a professional guide and recommendations on mandatory compliance to follow, and clear any doubts that you may have.

Or, you can incorporate your company fully online with us.

Online Company Incorporation through CORPSO incorporation services

1. Company Name Availability Search

You can click on the Register a Company button at the upper right side of the page.

Then click Check Availability after typing in your desired company name.

Click Start Now if your proposed company name is available to incorporate the company with us.

Choose your desired Company Incorporation plan to secure your company name.

Then choose the suitable Digital Company Secretary plan for your new company.

2. Create a CORPSO account

Sign up for an account with CORPSO if you don’t have any yet.

Verify your mobile number with the 6-digit OTP we send to.

3. Secure Your New Company Name

Review your order, read and agree to the terms of services.

Click Continue to make payment securely through various payment methods.

When the Payment is Successful, a copy of the receipt will be sent to your email.

4. Filling in the Required Information as Guided

At the CORPSO Dashboard, click Continue to complete the new company incorporation process.

Follow the guide on the screen and Fill In all the required information. (Feel free to ask for our help through the WhatsApp widget anytime)

Fill in the Business Address or you can opt-in for the optional CORPSO’s Registered Address.

Add in all Shareholders’ and Directors information following the flow of the process as below.

After, all have required information has been filled in, click Save & Proceed to review your Company Details before submitting.

5. Wait for the SSM approval on your company incorporation

After Review and Submit the company incorporation application through CORPSO, it will be submitted to the SSM and usually takes 2 to 3 working days for it to be incorporated subject to the SSM approval.

You will receive the Notice of Registration and Certificate of Incorporation at CORPSO once your company is incorporated.

All of the Statutory Forms will also be at CORPSO when it is available.

FAQs:

How to incorporate a company in Malaysia?

There are 3 methods to incorporate a company in Malaysia, you can incorporate a Sdn Bhd company through CORPSO, through a Company Secretary firm, or do it yourself through MyCoID.

How much does it cost to incorporate a company in Malaysia?

The SSM charges an incorporation fee of RM1,000 (inclusive of tax) for each application, with an additional of RM 10 to supply the corporate information to agencies like LHDN, KWSP & SOCSO.

How long will the company incorporation process take in Malaysia?

A company can be incorporated within 1 to 3 days subject to company name approval, and that the Director and Shareholder are eligible.

What to do next after the company incorporation?

We recommended reading our articles on 7 important steps after company incorporation to know what to do next.

What are the monthly and annual compliance activities that Sdn Bhd companies must comply with?

We prepared a Monthly Compliance Checklist and also an Annual Compliance Checklist that you can refer to, while we will also remind and advise according to being your digital company secretary.