Incorporate companies

  • Act/Rule/Legislation

  • Online Link to Act/Rule/Legislation

  • Initial Setup or Ongoing Maintenance

    Initial Setup only

  • Filing and Maintenance Requirements

    Two types of company can be incorporated under the Companies Act, 1965 : 1) a company limited by shares and 2) a company limited by guarantee. Requirements for foreign companies doing business in Malaysia, in respect of accounting records and audited financial statements, are similar to those for companies incorporated in Malaysia.

  • Penalty

  • Application Guidelines / Responsible Persons / Comments

    A. INCORPORATION PROCEDURES 1. Application of Name Search A name search must be conducted to determine whether the proposed name of the company is available. Refer to Government Gazette No. 716 dated 30 January 1997, Gazette (Amendment) dated 11 October 2001, Guidelines For Naming A Company and Guidelines For Application Of A Company Name. The steps involved are: (i) Completion and submission of Form 13A CA (Request For Availability Of Name) to SSM; and (ii) Payment of a RM30.00 fee for each name applied. Where the proposed company’s name is approved by SSM, it shall be reserved for three months from the date of approval. 2. Lodgement of Incorporation Documents Incorporation Documents (as further explained in Part B below) must be submitted to SSM within 3 month from the date of approval of the company’s name by SSM, failure of which a fresh application for a name search must be done. (Steps (i) and (ii) above shall have to be repeated). B. INCORPORATION DOCUMENTS TO BE LODGED WITH SSM 1. Memorandum and Article of Association An original of the Memorandum and Article of association shall each be stamped at RM100.00. Stamps are affixed at the Inland Revenue Board’s stamp office. The first directors and secretaries shall be named in the Memorandum and Article of Association. The subscribers to the company’s shares shall sign the Memorandum and Articles of Association in front of a witness. Table A of the Fourth Schedule in the CA can be adopted as the Article of Association of the company (Section 30 CA). *NOTE: For incorporation of a private company, the articles of association shall contain the following stipulations. (i) Restriction on the right to transfer the company’s shares; (ii) Limitation on the number of members to not exceed fifty; (iii) Prohibition to any invitation to the public to subscribe the shares/debentures of the company; and (iv) Prohibition on public invitation to deposit money with the company. 2. Form 48A (Statuary Declaration By A Director Or Promoter Before Appointment) The director or promoter declares under oath that: He/She is not a bankrupt; and He/She has not been convicted and imprisoned for any prescribed offences. 3. Form 6 (Declaration of Compliance) This declaration states that all the requirements of the CA have been complied with. It must be signed by the company secretary who handles the registration and is named in the Memorandum and Articles of Association. 4. Additional Documents: Original copy of Form 13A. A copy of the letter from SSM approving the name of the company. A copy of the identity card of each director and company secretary.