Structure of Sdn Bhd Company
Director(s)
A SDN BHD company must have at least one director who is a natural person and a resident of Malaysia.
Maximum number of directors allowed is 50.
Shareholder(s)
A SDN BHD company must have at least one shareholder, who may be an individual or a corporate entity, and they can be foreigners.
Company Secretary
A SDN BHD company must appoint a company secretary who is a natural person and must be a member of a professional body approved by the Ministry of Domestic Trade and Consumer Affairs.
Share Capital
The minimum paid-up capital of RM 1 and authorised share capital has been abolished under Companies Act 2016.
Constitution
A SDN BHD company may choose to adopt a constitution to manage its internal affairs.
Registered Office
A SDN BHD company must have a registered office address in Malaysia.
Auditors
A SDN BHD company must appoint an auditor who is a member of a recognized professional body approved by the Ministry of Finance.
Taxation
A SDN BHD company is liable for income tax on its income generated in Malaysia.
Please note that this is just a brief overview of the company structure of a SDN BHD company in Malaysia,
and there may be additional requirements and regulations depending on the nature of the business and other factors.
AuditAudit & Assurance
Audit & assurance is more than just compliance exercise and a well-performed audit should be seen as high value added service that instill greater confidence in the company by stakeholders."Your business is not build to crunch the numbers, but ours are.
Leave the tedious work to expertise and focus on your core business"
Benefits of Sdn Bhd Company
There are several benefits of registering a company as a Sendirian Berhad (Sdn Bhd) in Malaysia:
Limited liability
Sdn Bhd is a separate legal entity from its owners, which means that shareholders are not personally liable for any debts or losses incurred by the company.
Tax advantages
Sdn Bhd companies enjoy tax incentives and deductions as compared to other business structures such as sole proprietorship or partnership.
Increased credibility
Registering a company as an Sdn Bhd adds to its credibility and enhances the image of the company in the eyes of customers and partners.
Ease of funding
Sdn Bhd companies are more likely to attract investors and secure funding as compared to other structures as they offer a higher level of legal protection.
Flexible ownership structure
Sdn Bhd companies can have multiple shareholders, which can offer flexibility in terms of ownership structure and business decisions.
Continuity of existence
Sdn Bhd company has perpetual existence, which means that the business will continue to exist even if the owner(s) decide to leave the company.
Overall, registering a company as an Sdn Bhd in Malaysia offers many benefits and can help to ensure the long-term success and sustainability of the business.
Compliance of Sdn Bhd Company
It is important to note that the specific compliance requirements for a Sdn bhd company may vary depending on the nature and size of the business, as well as the relevant laws and regulations. It is advisable to consult a qualified professional for specific compliance advice.
Annual return
The company is required to file an annual return with the Companies Commission of Malaysia (SSM) within 30 days from its anniversary of incorporation date
Audit
Unless exempted, the company is required to appoint an approved auditor to audit its financial statements and submit an audited financial statement to the SSM.
Form C Tax Submission
The company is required to submit its annual tax returns to the Inland Revenue Board (LHDN) by the stipulated deadline.
Form E Submission
The company is required to submit its Form E to the Inland Revenue Board (LHDN) by the stipulated deadline.
| Detail | Section | Explanation | Maximum Penalty | |
| Public | Private | |||
| Annual return submission | 68(1) | Not later than 30 days from the anniversary of incorporation date | RM50,000 | |
| Preparation of audited report | 248(1) | (a) within 18 months from the date of its incorporation; and (b) subsequently, within 6 months of its financial year end | RM500,000 | |
| Circulation of audited report | 258 | 21 days before Annual General Meeting | 6 months from its financial year | RM50,000 |
| Lodgement of audited report | 259(1) | 30 days from annual general meeting | 30 days from circulation of audited report | RM50,000 |
