Sdn Bhd Registration In Malaysia | The Complete Guide

In Malaysia, a Sendirian Berhad (shortened to “Sdn Bhd”) corporation is a private limited company that can be established by both locals and foreigners. The Companies Commission of Malaysia (CCM), better known as Suruhanjaya Syarikat Malaysia (SSM) is the governing body for company-related functions, and all applications to form a new entity must go through them.

Let’s begin.

Key Takeaways on Sdn Bhd Registration in Malaysia

• a Sdn Bhd can be established by locals and foreigners
• a Sdn Bhd firm must have at least one shareholder and director
• both roles may be filled by the same person
• to be a director, an individual must be at least 18 years old, currently live in Malaysia, and not be disqualified under Section 198 of the Companies Act 2016
• company registration goes under Suruhanjaya Syarikat Malaysia (SSM) and can be done digitally via their MyCoID portal, though you must present yourself physically at an SSM counter
• prepare three possible names for your company and use our free tool to make sure they are available
• The company registration cost in Malaysia for a Sdn Bhd is RM1,010 and takes anywhere from one to two weeks.
• the process requires accurate and expansive documentation of company details
• It can be a time-consuming and resource-intensive process, particularly for the inexperienced
• check out MISHU’s comprehensive Sdn Bhd package where we handle every aspect of registration and equip your company with the necessary tools and expertise for regulatory compliance and efficient day-to-day operations (only for 100% Malaysian-owned companies)

What Differentiates Sdn Bhd From Berhad?

The differences between Sendirian Berhad (Sdn Bhd) and Berhad (Bhd) companies are mainly on size and transparency requirements but include other aspects of company structure.

1. Ease of Buying Shares

The general public may only own shares in a Sdn Bhd business through a shareholders’ agreement which requires the consent of the company’s current shareholders, while available shares of publicly traded Bhd firms may be freely purchased.

2. Financial Reporting Standards

Berhad firms are required to publicly disclose their financial statements while Sdn Bhds are not. While all companies should strictly observe financial reporting, a higher standard is typically expected of Bhd companies. 

3. Maximum Number Of Shareholders

A Berhad corporation may have an infinite number of shareholders while a Sendirian Berhad firm may only have a maximum of 50.

4. Size of Business

While Bhd firms are the biggest businesses in Malaysia, Sdn Bhd businesses are often small or medium-sized businesses (SMEs).

Prerequisites of a Sdn Bhd in Malaysia

To be incorporated in Malaysia, a Sdn Bhd firm must have at least one shareholder and director, though both roles may be filled by the same person. To become a director of a Sdn Bhd, an individual must meet the following criteria:

• currently living in Malaysia.
• 18 years old and above
• not disqualified under Section 198 the Companies Act 2016

To ensure obligations are met, you should be aware of the key responsibilities of directors and shareholders in Malaysia before registering your Sdn Bhd company.

You will have to undergo a rigorous registration process to register your firm as a Sdn Bhd corporation in Malaysia. A Sdn Bhd company registration in Malaysia costs RM1,010, inclusive of tax. You will also be required to compile and submit documentation containing crucial company details, including:

• Company name
• Company address
• Verification of Passport/MyKad/NRIC of the director and shareholder
• Letter of authorisation for trademark use
• Type of business and more information on the business model
• Specifics of the director(s) and shareholder (s)

A Step-by-step Guide to Forming a Sdn Bhd in Malaysia

Entrepreneurs who are interested in forming a Sdn Bhd corporation in Malaysia may follow the steps below.

Step 1
Register for an account on the MyCoID portal, then wait for a confirmation email with instructions on how to authenticate the account at the nearest SSM counter.

Step 2
Present yourself physically at said SSM counter for your account to be verified.

Step 3
Connect to the MyCoID portal and begin the registration process.

Step 4
Submit the suggested name for the company via the ‘Conduct a Name Search’ option on the Direct Incorporation Application 

Note: The registration process cannot be continued if the proposed name of the company has been taken, reserved or contains words that are prohibited.

Step 5
Fill in the ”Super Form” that appears, taking care to clearly explain the meaning of the suggested company names, then present a corresponding letter of authorisation from the relevant governing body.

Note: This form must be filled out if the proposed name comprises a regulated term, a state name, or a trademark. 

Step 6
Select a business code, which contains both the registration and mailing addresses for your company.

Step 7
The system will continue to list you as a shareholder or director of the company until this point. The next step is where you can manually input these facts if you choose.

Step 8
Verify the information provided is accurate and click “Apply’’.

Note: The system will have you listed as shareholder/director by default, now is the time to change it if you so choose.

Step 9
Pay the RM1,000 registration fee to complete the registration (keep the receipt).

Step 10
Check your email for a  “Notice of Registration.” This is your registration documentation. If you’d like you can also get a Company Certificate for a small fee at the SSM counter.

Appoint a company secretary (can also be done via MyCoID) within 30 days of registering your company with SSM. Although not required, you can also submit the Company Constitution for your Sdn Bhd business through the MyCoID platform.

How Long Does It Take to Register a Sdn Bhd Company?

A typical Sdn Bhd Company takes 1 to 2 weeks to register. Here’s what that looks like broken down into parts:

1. Company Name Search and account registration & activation (1 day)
2. Preparation of registration documents (2 – 3 days)
3. Obtaining signatures from directors and shareholders (1 day) 
4. SSM document submission (3 – 5 days)
5. Getting SSM Digital Incorporation Certificate (1 day)

Even a minor error could result in SSM requesting clarification or more time to examine the paperwork, leading to delays. It is therefore important that the information supplied be as detailed and accurate as possible.

Company registration costs in Malaysia

The cost of creating a Sdn Bhd business and the Company Secretary fees are the two main costs.

What MISHU Does on Your Behalf:

• Check the proposed company name for availability
• Provide clarification or advice on the completed registration form via phone or email
• Prepare all registration forms 
• File all registration forms with SSM 
• Prepare resolutions and minutes of the first board meeting
• Prepare a resolution to open a bank account 
• Prepare documentation for appointment of company secretary​
• Prepare one(1) set of certified copies of Company Superform (Section 14), notification of registration (Section 15), certificate of incorporation (Section 17), and notification of first company secretary (Section 58)
• Deliver documents to your home/office in Malaysia

What You Receive:

• Up to two directors + two shareholders, with an additional RM50/person
• Certificate of incorporation
• Beneficial Ownership reporting for up to two persons, with an additional RM50/person
• Company incorporation services worth RM888 + SSM fee RM1,010

Free 3 hours of Performance Reward System webinar sessions worth RM2088 (Mandarin)

• Align performance-based mindset among team members
• Set clear and precise KPIs aligned with the company’s goals
• Solve problems surrounding hiring, training, and retaining talents
• Implement strategies that motivate employees to achieve goals
• Introduce a Performance Reward System that institutes the concept of gamification to manage KPIs and rewards

Free Visa prepaid Corporate Card

• Swipey “CFO in a Box” web dashboard & mobile app
• 1 physical + 5 virtual Visa Cards
• 3 months FREE from the date of activation

LIFETIME ACCESS to the MISHU Portal and apps worth RM1,080/year

• Unlimited storage, access, and retrieval of files 
• Accessible via all major operating systems (Android, iOS, Windows)
• Accessible only by you and hand-selected employees
• Two-Factor Authentication
• Mobile and tablet friendly
• Multiple and frequent back-ups for easy restoration 
• Significant cost savings from eliminating printing and stationery costs
• Reduced carbon footprint 

LIFETIME E-signature For Your Legal Company Documents worth RM660/year

• Legally binding e-signature to digitally sign documents in seconds
• Append capability – sign only appended sheet with one click/tap
• Works across all major operating systems and devices
• Fully documented audit trails on dates, times, and identity of signatories
• Instant notification when another party signs
• No more courier fees and snail mail
• No more missed deadlines
• No more missing out on pages
• No more tired hands!

Other Perks Such As

• Business services including business licenses, accounting, tax, and payroll
• Free consultation on legal matters
• Free consultation on protection for you and your business
• Free legally binding DIY will writing
• Assistance with securing employment passes

If you’re interested in finding out how to register a company in Malaysia, read our complete guide here.

For 100% Malaysian-owned companies, MISHU provides a comprehensive package for Sdn Bhd registration with our specialised company registration services.