Is share capital required?

The law sets no minimum. But capital matters: for a foreign director’s employment pass and for a number of licences, the authorities set their own paid-up capital requirements. If you have such plans, we build the capital in from the start.

Can a company be a shareholder?

Yes. A shareholder can be an individual or a legal entity, including a foreign one, and 100% foreign ownership is permitted. For a corporate shareholder, we’ll draw up the list of corporate documents to suit its jurisdiction.

Why does a company need a secretary?

It is a legal requirement: every company has at least one secretary — a Malaysian citizen or permanent resident with an SSM licence or membership of a professional body. The first one is appointed within 30 days of registration. The secretary keeps the registers, prepares resolutions and files the annual return and changes with SSM.

What is needed if we hire staff?

The company registers as an employer with EPF, SOCSO and EIS and pays contributions monthly. Since October 2025, EPF contributions have also been mandatory for foreigners with an employment pass — 2% of salary each from the employer and the employee.

Will you help open an account with a Malaysian bank?

We’ll prepare the documents for the bank: the director’s passport and proof of address, and if there are no transactions yet — two contracts for planned deals, with a supplier and with a buyer. The bank makes the decision after its own review, so we do not promise that the account will be opened.

Does the company give a visa or residence permit in Malaysia?

Not on its own. The employment pass is obtained separately through immigration, and the employer company has its own requirements to meet, including paid-up capital.

What needs to be done every year?

Renew the secretary and address, file the annual return with SSM within 30 days from the anniversary of incorporation, file the financial statements and the return with LHDN, and update the beneficial ownership information when it changes. Deadlines are visible in your client portal.

24% instead of 15–17%

Since 2024, the concessional small business rates — 15% and 17% — have not been available if foreigners own more than 20% of the capital. For a 100% foreign-owned company, the rate is 24%.

Kermen Tserenkeeva

Company registration

We’ll set up your company in Malaysia

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Company Registration in the UAE and Abroad

Company Registration in Malaysia (Sdn Bhd)

Q: Can I open a Sdn Bhd without travelling to Malaysia?

For registration — yes. You sign the documents following our instructions and send scans; we check them and file with SSM. Whether a visit is needed for the bank account is up to the bank.

Q: Who can be the resident director?

An individual aged 18 or over whose principal place of residence is in Malaysia: a citizen, a permanent resident or a foreigner who actually lives in the country. A director cannot be an undischarged bankrupt, or a person convicted in Malaysia or abroad of offences in connection with the formation or management of a company, bribery or fraud, or under ss. 213, 217, 218, 228 and 539 of the Act. The restriction lifts 5 years after conviction or release; earlier — only with the court’s permission.

Q: What taxes does the company pay?

Income tax with LHDN: the return is filed within 7 months after the end of the financial year, even without profit. Companies with 100% foreign ownership pay 24% and already in the first year file the CP204 tax estimate — 3 months after starting operations — and pay monthly instalments based on it. SST registration is required if a manufacturer’s taxable sales or services over 12 months exceed the threshold — usually RM 500,000; some services have a different threshold.

Q: Is an audit mandatory?

By default — yes. SSM exempts small and dormant private companies from audit. For financial years starting in 2026 — two of three criteria in that year and the two previous ones: revenue up to RM 2 million, assets up to RM 2 million, up to 20 employees. Shareholders holding at least 5% may demand an audit. Unaudited financial statements are still lodged with SSM.

A Sdn Bhd is a Malaysian private company: a foreigner can own 100% of it, and registration with the Companies Commission takes about 7 working days once the full document set is ready. The law’s main condition is a director who lives in Malaysia: we resolve this before filing.

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from €2,508
Registration and first year — package: about 7 working days
Registration once the full document set is ready: 100%
Foreign ownership permitted: 1 director
The minimum, and they must live in Malaysia

This service in other countries

UAE Turkey Hong Kong China Singapore

In short

A Sdn Bhd in Malaysia is registered in about 7 working days once the full document set is ready; the registration and first-year package is from €2,508. Foreigners can own 100%, but a director living in Malaysia is required, and with foreign ownership above 20% the corporate tax rate is 24%.

Checked 18 October 2026 · Kermen Tserenkeeva

Cost of a mistake

Up to RM 50,000

The fine for an unfiled SSM annual return, plus up to RM 1,000 a day after conviction; after three years without returns, it may be struck off.

How to avoid it

How a Sdn Bhd really works

Malaysia allows a foreigner to own 100% of a company, but the law requires a director whose principal place of residence is in Malaysia. Who takes this role affects control over the company, the bank and taxes.

A director who lives in Malaysia
At least one director — an individual aged 18 or over whose principal place of residence is in Malaysia (s. 196 of the Companies Act 2016). An alternate director does not count towards this minimum.
Secretary — within 30 days
The first secretary is appointed within 30 days of registration. This is a Malaysian citizen or permanent resident licensed by the SSM or a member of a professional body.
Shareholders — no country restrictions
One shareholder is enough — an individual or a company; a private company can have up to 50. The director and the shareholder can be the same person.
Reporting — even with no turnover
The annual return to SSM, financial statements and the tax return are filed even with no activity. Hiring staff adds pension and insurance contributions.

Kermen TserenkeevaSenior Lawyer · Company registration

Who it suits

Who it suits — and when to choose something else

A good fit if

01Your business is linked to Malaysia or Southeast Asia: clients, suppliers or a team in the region.
02There is someone who lives in Malaysia and can become a director: a partner, an employee or you yourself.
03You need a company with 100% foreign ownership where you are both director and shareholder.
04You plan to hire people in Malaysia and are ready for EPF, SOCSO and EIS contributions.
05You are ready for annual reporting: the annual return to SSM, financial statements and the tax return.

Consider something else if

01There is no resident director and no one to take the role, and you need a nominee director included in the package from the start.Singapore
02You need a company for trade with China and the world with a director from any non-high-risk country.Hong Kong
03The main goal is a residence visa and life in the UAE through your own company.Freezone
04The goal is a residence permit in Malaysia: company registration does not give one, and the employment pass has its own requirements for the company and its capital.

Director

Can you be a Sdn Bhd director?

Seven points from the Companies Act — tick what is true for you or for the person you plan to appoint as director. If a point doesn’t fit, we’ll work through the situation before filing.

Tick what is true for you

0/7Tick the items to see whether you qualify

At least one director lives in Malaysias. 196(4)

The minimum number of directors — for a private company, one — must have their principal place of residence in Malaysia; an alternate or substitute director does not count. A nominee director is not included in the package.

Was the conviction long ago?ss. 198(2)–(6)

The restrictions also apply to convictions abroad. Once 5 years have passed since the conviction — or since release, if there was a prison sentence — the court’s permission is no longer needed. A bankrupt needs permission from the Official Receiver or the court.

Why we check before filings. 198(7)

A director whom the law disqualifies from office commits an offence: up to 5 years’ imprisonment, a fine of up to RM 1 million, or both.

Companies Act 2016 of Malaysia (Act 777), SSM reprint as at 1 August 2022. Checked on 15 October 2026.

Benefits

What you get

100% foreign ownership

No local partner is needed: the shareholder can be a foreign individual or company, and the director and shareholder can be one person.

Registration without a trip

Documents are signed following our instructions and sent as scans. We handle the filing with SSM and obtaining the corporate documents.

Address and secretary from day one

A registered address in Malaysia and a licensed secretary are included in the first-year package — the law requires both.

Documents that won’t be sent back

We check the scans and the KYC questionnaire before filing: passport quality, the language and date of the proof of address, the internal passport for citizens of Russia and Ukraine.

A plan of obligations after registration

We explain what your activity requires: income tax with LHDN, SST, contributions for staff and industry licences.

Status in the client portal

What is under review, what has been filed with SSM and which secretary and reporting deadlines are coming up — all visible in your client portal.

Let’s discuss the details

No director who lives in Malaysia?

This is the key question before registration. Tell us who will manage the company and where the participants live — we’ll go through the options and their risks.

Kermen Tserenkeeva

Company registration

Process

8 steps from the first conversation to the result

Every step is visible in the client portal: what’s happening now and whether we need anything from you.

Steps on your side: 2 of 8

We handle it · 5Needed from you · 2Authority · 1

We request the list of participants and a description of the activity. We check who will be the resident director, whether they meet the legal requirements and whether the activity needs an industry licence.

Step 1 of 8

Structure and director review

We request the list of participants and a description of the activity. We check who will be the resident director, whether they meet the legal requirements and whether the activity needs an industry licence.

We handle it

Documents

What you’ll need

From the director and shareholder

Passport scan: the photo page, in colour, at least 300 dpi, sharp, with no cropped corners
Proof of address in English, no older than 3 months: utility bill, bank statement, identity card
Visa or residence permit — if you live outside your passport country
For citizens of Russia and Ukraine — a scan of the internal passport: the photo and registration pages
Additional proof of address — if you actually live somewhere other than your registered address
Selfie with the passport: your face and the passport details clearly visible

KYC questionnaire

Company name — one or several in order of priority, with the Sdn Bhd suffix
Brief description of the activity
Source of funds: salary, dividends or other
Additional contacts: phone, email or another person’s contact

For the bank account

Director’s passport scan
Director’s proof of address from the last 3 months: utility bill or bank statement
If there are no transactions yet — two contracts for planned deals: with a supplier and with a buyer
A statement from another bank and the company website — if available

Budget by year

What the company costs: the first year, subsequent years and three years

The registration fee is paid once; the secretary and address are paid every year for as long as the company exists.

Total

€2,508

Prices are “from” prices; we fix the exact amount in the proposal. A nominee director is not included in the price; bookkeeping, audit, taxes and contributions depend on the company’s activity.

Company registrationOne-off · SSM filing, government fees, electronic documents; a custom constitution is not included€1,176
Company secretaryEvery year · licensed; registers and annual return€828
Virtual officeEvery year · registered address in Malaysia€504

Timing and budget

What makes up the budget

The package is from €2,508 for the first year and from €1,332 a year from the second: registration with government fees, an address and a secretary. Everything else depends on the company’s activity; we confirm the exact scope and price in the proposal before work starts.

ItemDepends onWhen

Resident directorDepends onA nominee director is not included in the package. If you don’t have your own resident, we discuss the terms separately.WhenBefore filing with SSM
Bookkeeping, audit and tax returnDepends onDepend on the volume of transactions. No audit only with an SSM exemption: for financial years starting in 2026, two of three criteria in that year and the two previous ones — revenue and assets up to RM 2 million, up to 20 employees.WhenAnnually after the financial year closes
Corporate income taxDepends on24% if foreigners own more than 20% of the capital: the 15% and 17% small business rates are not available to such a company.WhenIn CP204 instalments and with the return
Industry licencesDepends onFor restaurants, education, retail and other regulated activities — as required by the relevant authority.WhenBefore operations start
Staff contributionsDepends onEPF, SOCSO and EIS — at the funds’ rates. Since October 2025, EPF contributions of 2% each also apply to foreigners with an employment pass.WhenMonthly, by the 15th
Sales and Service Tax (SST)Depends onRegistration is required if a manufacturer’s taxable sales or taxable services over 12 months exceed the threshold: usually RM 500,000; some services have a different threshold.WhenOnce the threshold is exceeded

After registration

Deadlines after registration — and the cost of missing them

Reporting is required even with no turnover: deadlines run from the registration date, the financial year-end or an event. Penalty sections refer to the Companies Act, tax deadlines to the Income Tax Act; “up to” amounts are statutory maximums. The secretary included in the package prepares the annual return and SSM notifications.

0123456789101112131415161718months from the registration date

30–60 days

Secretary and beneficial owners

A licensed secretary is appointed within 30 days — the package includes one for the first year. Owners of 20% or more of the shares, or those with actual control, are entered in the register and reported to SSM through e-BOS within 60 days.

If missed: secretary — up to RM 50,000 (ss. 236, 588); beneficial owners — up to RM 20,000 and up to RM 500 for each day after conviction (s. 60B)

Month 13

First annual return

Filed with SSM no later than 30 days from the anniversary of incorporation, and every year after that. Not required in the year of incorporation.

If missed: up to RM 50,000 and up to RM 1,000 for each day after conviction (s. 68); after three years without returns, SSM may strike the company off the register

1.5 years

First financial statements

The directors prepare them no later than 18 months after incorporation, then every year within 6 months of the financial year-end. Before they are circulated to shareholders, they are audited, unless the SSM exemption applies.

If missed: for the director — up to RM 500,000, up to 1 year’s imprisonment, or both (s. 248)

Every month

By the 15th of the following month
EPF, SOCSO and EIS contributions
Once there are employees; for EPF — also for foreigners with an employment pass.
If missed: SOCSO — 6% a year for late payment
By the 15th of the following month
Payroll tax
PCB tax is withheld from employees’ salaries and paid to LHDN.
By the 15th of each month
Tax estimate instalment
In the amount set by the CP204 estimate; a new company starts from the 6th month of its basis period.

Every year

6 months after the financial year-end
Audit and circulation of financial statements
The financial statements are audited, unless the SSM exemption applies, and circulated to shareholders.
If missed: up to RM 50,000 and up to RM 500 for each day after conviction (s. 258)
30 days after circulation
Financial statements — to SSM
If the company is exempt from audit, unaudited financial statements are filed with SSM.
If missed: up to RM 50,000 and up to RM 1,000 for each day after conviction (s. 259)
7 months after the financial year-end
Tax return
The e-C return is filed with LHDN even by a company with no activity; the balance of tax is due by the same date.
If missed: RM 200–20,000 under s. 112(1) or a tax increase under s. 112(3)
By 31 March
Form E
The employer’s return on payments for the previous year. LHDN requires it from companies with no activity too.

Event-driven

3 months from starting operations
CP204 tax estimate
If the first basis period is at least 6 months long. New small companies are exempt, but not if the foreign share exceeds 20% of the capital.
If missed: RM 200–20,000 for failure to file (s. 120(1)(f))
14 days
New director, secretary or address
Changes are reported to SSM; a new director gives written consent.
If missed: up to RM 50,000 (ss. 46, 58)
14 days after entry in the register
Change of beneficial owners
Changes are entered in the register of beneficial owners and filed with SSM through e-BOS.
If missed: up to RM 20,000 (s. 60B)
Threshold over 12 months
SST registration
A manufacturer’s taxable sales or services above RM 500,000 — some services have a different threshold. The application is due by the end of the following month, then a return every two months.

Getting it right

Common mistakes — and how to avoid them

Click a card to see how to do it right · 0 of 7 open

01 What people often do
Registering the company and looking for a resident director later.
02 What people often do
Appointing a nominee director “just for show” without agreeing on their powers.
03 What people often do
Sending a phone photo of the passport: glare, cropped corners.
04 What people often do
Proving the address with a document not in English or a statement from six months ago.
05 What people often do
Counting on the 15–17% small business rates for a 100% foreign-owned company.
06 What people often do
Not filing reports because “there was no turnover”.
07 What people often do
Expecting the company itself to give you a residence permit or the right to work in Malaysia.

FAQ

Expert answers

Kermen Tserenkeeva — Company registration

For registration — yes. You sign the documents following our instructions and send scans; we check them and file with SSM. Whether a visit is needed for the bank account is up to the bank.