The Companies Commission of Malaysia (“SSM” or “the Registrar”) have announced that the Companies Act 2016 (“CA 2016”) and Company Regulations 2017 (CR 2017) will be implemented on a staggered basis with the first phase effective from 31 January 2017 (“Enforcement Date”). With the enforcement of the first phase of the CA 2016, the Companies Act 1965 was repealed.

Below are basic types of registered companies available:

  • Limited by shares, either be a private company or a public company;
  • Limited by guarantee, shall be a public company;
  • Unlimited companies, either be a private company or a public company.

Key Features of Malaysian Public Companies

Malaysia  PLC

Corporate Details

Share Capital

  • Permitted Currencies

Ringgit Malaysia (MYR)

  • Minimum issued capital

One (1)

  • Authorised capital

N/A

  • Par / Nominal value

N/A

Directors

  • Minimum

Two (2) individuals

  • Corporate Directors

Not Allowed

  • Minimum age

Eighteen (18)

  • Local directors requirements

Minimum two (2) director who shall ordinarily reside in Malaysia by having a principal place of residence in Malaysia

  • Location of meeting

Anywhere

  • Minimum numbers of meeting

Per Constitution (if any)

Shareholders

  • Minimum

One (1)

  • Bearer shares

No

  • Local shareholders requirements

No

  • Location of meeting

Anywhere

  • Minimum numbers of meeting

One (1) annually

Company Secretary

  • Minimum

One (1)

  • Requirements

A natural person, citizen or permanent resident of Malaysia, who shall ordinarily reside in Malaysia by having a principal place of residence in Malaysia and member of an approved body or licensed by the Companies Commission of Malaysia

Registered Office

  • Requirements

Within Malaysia

Accounts

  • Records

At the registered office or such other place as the directors think fit

  • Preparation of accounts

Yes

  • Audit requirements and filing

Yes

  • Publicly accessible records

Yes

Taxation

  • Corporate Tax Rate

Company with paid-up capital not more than RM2.5m:

 

 

Chargeable Income

YA 2016

The first RM500,000

19%

In excess of RM500,000

24%

Company with paid-up capital above RM2.5m at the beginning of the basis period

24%

Non-resident company / branch

24%

  • Goods and Services Tax (GST)

Standard rate of 6%. Businesses making taxable supplies where the annual sales turnover exceeds MYR 500,000 must register for GST.

  • Local or qualified

No

Annual Requirements

  • AGM

Within six months of the Company’s financial year end and not more than fifteen (15) months after the holding of the last preceding AGM with the first AGM held within eighteen (18) months of its incorporation.

  • Annual Return

Each calendar year not later than thirty (30) days from the anniversary of its incorporation date

  • Financial statements and reports

Financial statements and reports are to be circulated to members of the Company within six (6) months of its financial year end. A copy of the financial statements and reports shall be lodged with the Registrar within thirty (30) days from the circulation to its members.

  • Annual Tax Return

Under the self-assessment system, submission should be made within seven (7) months from the end of the accounting period of the company which constitutes the basis period for the year of assessment.

General

  • Legal System

Common Law

  • Corporate Redomiciliation

No

  • Double Taxation Treaty Access

Yes

Advantages of Malaysian Public Limited Company

  • Able to raise capital for expansion by selling additional shares
  • Higher status than a public limited company so will benefit from more publicity.
  • Share prices listed on the stock exchange so shareholders ca work out the value of their shares. They can buy or sell shares.
  • Limited liability for shareholders.

The Valsen Advantage

  1. Speedy, Efficient and consistent Services.
  2. Relentless effort to obtain bank accounts.
  3. Expert advice on structuring options.
  4. Dedicated ongoing compliance support.