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You may kick-start your business officially in Malaysia by incorporating a new “Sdn Bhd” or commonly known as an “LLC” limited liability company in certain countries. One of the main reasons of starting a “Sdn Bhd” is that it gives the business owners a level of financial protection not available in other forms of businesses. It adds credibility to your business as most serious and reputable business ventures are formed as “Sdn Bhd” and not as sole proprietor or partnerships.
Sendirian Berhad (SDN BHD) is a private limited company, where it prohibits any invitation to the public to subscribe to any of its shares, deposit money with the company for investment or subscription. Minimum members in a private limited company is TWO (2) and maximum is FIFTY (50).
Berhad (BHD) is a public limited company where its shares can be offered to the public for fixed periods and any other forms of subscription. The minimum amount of members’ (shareholders) are TWO (2) and maximum of unlimited amount of members.
There are three (3) types of limited companies in Malaysia:
- Limited by Shares
- Limited by Guarantee
- Unlimited company with/without share capital
Companies Limited by Shares
Liability of members’ contribution to this company is limited to the amount specified on their unpaid shares. Should the company becomes insolvent or goes into liquidation, members are not obligated to pay off the company’s debts if and unless any one of the members gives a personal guarantee.
Also, members’ personal assets, employment and personal income are not liable to any of the company’s debts. This type of business entity is the most common one in Malaysia.
Companies Limited by Guarantee
In a limited company’s Memorandum and Articles of Association, members’ liability is limited to the amount they ‘guarantee’ or undertake during winding up – In which the amount is specified in the Memorandum, agreed and signed by all members.
In many cases, companies limited by guarantee are often registered by non-profit organizations, public societies and clubs.
Unlimited companies are no different from sole proprietorship and partnership business entities. One of the only difference is that they have a special articles of association and are free to return capital to its members’.
Advantages & Disadvantages
- Members’ (also called “Shareholders”) are not liable for the company’s debts beyond the amount of share capital they’ve subscribed to.
- But in this case, the public will have access to financial affairs of the company.
- In event of death or changes among shareholders and/or directors of the company, it need not be winded up (striked-off).
- Every limited company has to appoint: (1) Auditors to verify & report financial affairs, records, accounts and statements; (2) Must have at least acompany secretary for AGM, board & shareholders’ meetings.
– He/she must be of age 18 years and above.
– He/she person must not be an un-discharged bankrupt.
– He/she must not have been convicted of an appointment.
– He/she must be a resident of Malaysia or having a permanent residential address in Malaysia.
– Clear copy of Identity card (Malaysian) and Passport (foreigner) of all directors and shareholders.
– Portion of shareholding and paid up share capital required.
The foreigner’s who intend to incorporate new company or intend to purchase our ready made companies must have a residential address in MALAYSIA.
Providing origin permanent address, e-mail address, website (if any), business address, telephone and fax and mobile number for our company record.
Foreigner’s who are not in MALAYSIA need to verified the statutory declaration for appointment of director’s in origin place either by the notary public or commissioner for oath. Only A4 paper with 80 GSM and white color are allowed to be used for submission for the purpose to incorporate new company in MALAYSIA.
We also provide other services such as Immigration Malaysia, Malaysia My Second Home, Accounting Malaysia, Company Registration Malaysia, Business Registration Malaysia, Payroll in Malaysia. Call us now +603-20789990 or visit our website http://www.beyondcorporategroup.com/ for more information!