COUNTRY

Malaysia

COMPANY SECRETARY MALAYSIA

A company secretary in Malaysia is an essential element of the business’s management team, and it is a legal necessity that a secretary is hired soon after the company is formed. This page will include all the pertinent information regarding corporate secretaries in Malaysia. 

Relin Consultants provides company secretarial services. Our service packages include opening a corporate bank account in Malaysia, acting as a Malaysia Nominee Director, registering a Malaysian Sdn Bhd, and acting as your Malaysia secretary. 

REQUIREMENTS FOR A COMPANY SECRETARY IN MALAYSIA

A Malaysian company must have at least one secretary that fulfills the requirements below.

  • 18 years or above
  • Malaysian citizen or permanent resident who generally lives in Malaysia
  • A member of any professional organization that is approved by the “Suruhanjaya Syarikat Malaysia” (SSM), which includes
  1. The Malaysian Association of the Institute of Chartered Secretaries and Administrators (MAICSA)
  2. Malaysian Association of Company Secretaries (MACS)
  3. The Malaysian Bar 
  4. Malaysian Institute of Accountants (MIA)
  5. Malaysian Association of Certified Public Accountants (MICPA)
  6. The Sabah Law Association
  7. The Advocates’ Association of Sarawak

What Are The Disqualifications For A Company Secretary In Malaysia?

A person is unable to work as a secretary if he or she,

  • Is bankrupt
  • Convicted of offenses under Section 118
  • Ceases to be a bearer of the certificate issued by the Registrar under Section 241.

Roles And Responsibilities Of A Malaysian Company Secretary

We will focus on the top ten responsibilities of a corporate secretary in Malaysia.

Lodging annual reports to SSM

Sdn Bhd is required by the SSM to file numerous necessary reports each year, including an annual return and audited financial statements, as well as directors’ reports. According to the Companies Act 2016, there are consequences for the firm or the directors who fail to comply with this obligation. A company secretary ensures that these deadlines are met.

Updating of the financial year-end of a Malaysia company

The financial year-end is the day on which the company closes its books. It is normally the last day of the month you have chosen. You should notify your company secretary of the preferred financial year-end decision as soon as possible once the company is incorporated. If there are changes in the company’s financial year-end, the board of directors must update the secretary to lodge the changes to the authorities. 

Ensuring the company details are up to date

As the company grows, elements such as directors, shareholders, paid-up capital, shares, and constitution may change A corporate secretarial firm is in charge of informing the SSM of such changes and updating any associated business records held at the registered office The company secretary also manages and keeps other papers such as the constitution, minute books, financial statements, meeting minutes, and resolutions at the registered office.

Documenting and organizing minutes of meetings and resolutions

The company secretary is required to attend board meetings (meetings of directors) and general meetings (meetings of shareholders) as requested and to prepare the agenda of the meeting as well as to ensure that the meetings are properly called, constituted, and carried out in accordance with meeting law.

Ensuring that the company complies with all applicable rules and regulations

Although the primary responsibility of a company secretary is to ensure that the company complies with the companies act 2016. Most company secretaries in Malaysia are resourceful in other aspects of compliance. Among the legal obligations that must be met by the company at all times are taxes, business licenses, employer’s EPF, SOCSO and EIS contributions, employment law, and so on. A company secretary can assist you and put you in touch with the appropriate people to deliver the services you want 

Guiding business registration and governance

Utilizing the services of an experienced company secretary may, such as Relin Consultants, spare you the trouble of choosing an available business name and completing the necessary documents, guaranteeing a seamless company registration procedure.

Verifying the identities of directors and shareholders and filing a declaration of beneficial ownership

Identity verification, often known as Know Your Customer (KYC), is a vital step for the company secretary to ensure that all directors and shareholders are who they say they are. Before the business is established or when a new director or shareholder is added to the firm, it can be done by meeting the directors and shareholders in person or by e-KYC.

A collaborative effort with stockholders

The company secretary maintains continual contact and serves as a link between the firm and its shareholders through circular resolutions, releases papers concerning rights and capitalization concerns, and so on.

Assisting with the formal appointment of an auditor

An auditor, unlike accountants and attorneys, must be appointed by obtaining consent to act before they may provide auditing services to the company. Each year following the FYE, there will be a 30-day vacancy period during which a new auditor might be appointed. If no new auditor is appointed during the empty term, the former auditor will be appointed automatically for the next fiscal year.

Assisting the board of directors as an officer of the company

The company secretary also serves as the key point of communication for shareholders and directors, as well as the company and SSM. He or she will also play an important role in the event of a corporate exercise (merger, acquisition, disposal, or winding up) in which he or she is responsible for ensuring the effectiveness of all documentation, ensuring due diligence disclosures, enabling proper commercial evaluation before transaction completion, and timely execution of documentation, among other things.

What Are The Required Details For The Appointment Of A Company Secretary?

Information that is needed for the appointment of a company secretary is as below. 

  • Full name
  • Identification
  • Household address
  • Address for business (if any)
  • Occupation
  • Specifics of qualifications

Why Choose Relin Consultants As Your Company Secretary in Malaysia?

Experienced in handling startups and multi-national companies (MNC)

Our team of company secretaries is well experienced in processing and carrying out properly all of the ensuing paperwork of a newly incorporated company. Our team is conversant with the problems that frequently emerge in startup life if you are a startup.

The clientele of our firm includes several global corporations as well. We can provide corporate secretarial services that are catered to different company sizes. 

Transparent fees without any hidden cost

Many company secretaries provide a lengthy a-la-carte menu that might eventually get pricey. We charge our clients an annual fee with a detailed description of what is included to avoid fee surprises. 

Responses to emails within one business day

Our company secretary team will acknowledge your email within one business and provide you with the required support.  

Get in contact if you’re looking for a transparent and effective corporate services provider.

FAQs

Is it mandatory for companies in Malaysia to hire a company secretary?

Yes, a certified company secretary is required to be hired by a business, according to Section 241 of the Companies Act 2016.

Can the director of the company be the company secretary?

No, Section 242 of the Companies Act prevents a person from working in a dual capacity, such as when a scenario demands both a director and a secretary or when an act must be performed by two separate people.

After hiring a company secretary, can the company then remove or dismiss the secretary at a future date?

Yes, the board may dismiss a secretary by a board resolution office in line with the conditions of appointment or the constitution, according to section 239 of the Companies Act.

How can I become a corporate secretary in Malaysia?

A qualifying individual can apply to be a company secretary in Malaysia through SSM. You can refer to the link for additional information.

Who can be a company secretary in Malaysia?

A natural person who is at least 18 years old and a member of any professional organization designated by the Ministry of Domestic Trade, Cooperative and Consumerism qualify as a company secretary.

Additionally, this person must reside in Malaysia. A company secretary is a qualified individual whose job is to advise on legal issues and make sure that all paperwork, official documents, and procedural rules followed by the company comply with Malaysian government regulations.

Can a lawyer be a company secretary in Malaysia?

Yes, a lawyer can be a company secretary in Malaysia. However, there are additional compliance and disclosure requirements that must be adhered to before the person is allowed to provide company secretarial services. You can refer to the following link for additional information.

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