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1. What are the requirements to form a company in Malaysia?

2. Who can become a director of a Private Limited Company/ Sdn Bhd?

3. Can a foreigner become a director of a Private Limited Company/ Sdn Bhd?

4. Who can become a company secretary of a Private Limited Company/ Sdn Bhd?

5. Factors to consider when forming a Company.

6. Two simple steps to form a Sdn Bhd in Malaysia.

7. Information required for incorporation.

8. Can I use any words that I prefered for my company name?

9. How long does it take for the name search application?

10. What is authorized capital ?

11. What is paid up capital?

12. What is the difference between paid up capital and authorized capital?

1. What are the requirements to form a company in Malaysia?
A company having a share capital may be incorporated as a private company or public company. The requirements to form a company are:

A minimum of two subscribers to the shares of the company (Section 4 CA);
A minimum of two directors (Section 22 CA); and
A company secretary who can be either:
(a) an individual who is a member of a professional body prescribed by the Minister of Domestic Trade and Consumer Affairs; or
(b) an individual licensed by the Companies Commission of Malaysia (“SSM”). Both the director and company secretary shall have their principal or only place of residence within Malaysia.

2. Who can become a director of a Private Limited Company/ Sdn Bhd?

A person must be of age 18 years and above;
A person must not be an Undischarged Bankrupt ;
A person must not been convicted whether within or without Malaysia of any offence:-
(a) in connection with the promotion, formation or management of a corporation;
(b) involving fraud or dishonesty punishable on conviction with imprisonment for three months or more; or
(c) under section 132, 132A or under section 303, within a period of five years preceding the date of this declaration;
A person must not been imprisoned for any offence referred to the above offences within the period of five years preceding his appointment.

3. Can a foreigner become a director of a Private Limited Company/ Sdn Bhd?
YES! A foreigner can become a director of any private limited company as long as he/she fulfill the requirement sets in No. 1 above.
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4. Who can become a company secretary of a Private Limited Company/ Sdn Bhd?

A member of MIA (Malaysia Institute of Accountants);
License Secretary of SSM (Suruhanjaya Syarikat Malaysia) ie. Registrar of Companies;
Member of MAICSA (Malaysian Institute of Chartered Secretaries and Administrators);
Lawyer in Malaysia.

5. Factors to consider when forming a Company

Is he/she is a qualified to act as Company Secretary? (Appointing a person who is not a qualified Company secretary may lead you toward endless troubles in the future. Qualified Company secretary must be a Chartered Accountant -MIA, Chartered Secretary, lawyer or License Secretary holder)
Did he/she have an office or merely operate from home?
Did he/she offer on time and good services? (Some firms takes weeks to prepare a resolution)
Pricing, Secretary fee per month, unreasonable disbursements charges, advance secretary fee payment for new incorporation etc.
Did he/she provide long term support and advice on company secretarial matters?
Did he/she capable of providing sufficient information and advice on corporate matters?

6. There are two simple steps to form a Sdn Bhd in Malaysia:

Name Search (doesn’t required signature from directors/ shareholder.) Will get the result in 1 working day;
Submission of documents ( Required signature of all the directors and shareholders) will be ready in 3 working days.

7. Information required for incorporation are as follows:

I/C or Passport Number;
Full name as per I/C or passport;
Residential address in Malaysia;
Propose company name;
Nature of the business of the company.

8. Can I use any words that I prefered for my company name?

You must make sure that the words you choose is not the gazetted words list;
You must make sure that the name you choose doesn't match with the existing company. Please note that CCM will reject your application even your company name similar to the existing company.

9. How long does it take for the name search application?
It will only take one working day for the result.
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10. What is authorized capital ?
Authorized capital is the ceiling for the paid up capital. For example, if the company authorized capital is RM500,000.00 that mean this company can only increase it’s paid up capital maximum to RM500,000.00. However the company can increase it’s authorized capital by an EGM (Extraordinary General Meeting) anytime. Certain fee need to pay to CCM (Companies Commission of Malaysia).
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11. What is paid up capital
Paid up capital or issued capital is the amount of fund injected into a company as the company funds. Once the fund is injected into the company bank account and the paper work for such increase is completed, the company may use the fund to buy assets, for renovation, buying stocks or for working capital.
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12. What is the difference between paid up capital and authorized capital?
Paid up capital is the real amount of funds injected into the company for running of the business. Whereas authorized capital is the ceiling for the paid up capital.
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