FOREIGN COMPANY REGISTRATION GUIDELINE

A foreign company may start up its business in Malaysia or set up its business registration in Malaysia by either one of the following ways:

  • Incorporate a local company with the Companies Commission of Malaysia (also known as Suruhanjaya Syarikat Malaysia or SSM); or
  • Register a foreign company in Malaysia with SSM.

A foreign company is defined under the Malaysian Companies Act 1965 (CA) as:

  1. a company, corporation, society, association or other body incorporated outside Malaysia; or
  2. an unincorporated society association, or other body which under the law of its place of origin may sue or be sued, or hold property  in the name of the secretary or other officer of the body or association  duly appointed for that purpose and which does not have its head office or principal place of business in Malaysia.

A. PROCEDURES TO REGISTER FOREIGN COMPANY IN MALAYSIA

  • Name Search Application at SSM

    A name search must be conducted at SSM to determine the availability of the proposed company name. Please refer to words that not permitted for name search application.

    Steps to file name search application for a foreign company:

    1. Complete Form 13A (Request for Availability of Name) and submit it to SSM; and
    2. Make payment of RM30.00 for each name search application.

    The name allows to be used to register the foreign company should be the same as registered in its country of origin. Once the proposed company’s name is approved by SSM, the approved name shall automatically be reserved for a period of three months from the date of approval.

  • Lodgement of Registration Documents

    Registration Documents must be submitted to SSM within 3 months from the date of approval of the company’s name by SSM, failing which a new name search application would have to be submitted again. In this regards, steps 1 and 2 above shall have to be repeated.

B. DOCUMENTS REQUIRED TO REGISTER A FOREIGN COMPANY

  • The following documents shall be submitted to SSM for registration:

    1. A certified copy of the certificate of incorporation or registration of the foreign parent company.
    2. A certified copy of the foreign parent company’s charter, statute or memorandum and articles of association or other instrument defining its constitution.
    3. Form 79 (Return by Foreign Company Giving Particulars of Directors and Changes of Particulars).
    4. A memorandum of appointment or power of attorney authorising the person(s) residing in Malaysia, to accept on behalf of the foreign company any notices required to be served on such foreign company.
    5. Form 80 (Statutory Declaration by Agent of Foreign Company).
    6. Additional documents consisting of:
      • The original copy of Form 13A; and
      • An approval letter from SSM approving the name of the foreign company.

*IMPORTANT NOTE:

If the list includes directors residing in Malaysia who are members of the local board of directors of the foreign company, a memorandum stating their powers must be executed by or on behalf of the foreign company and submitted to SSM.

C. REGISTRATION FEES FOR AUTHORISED SHARE CAPITAL OF FOREIGN COMPANY

  • The registration fees for authorised share capital of a foreign company shall be accompanied with payment by referring to the schedule below :

NOMINAL AUTHORISED SHARE CAPITAL (RM EQUIVALENT) FEES (RM)
Up to 100,000 1,000
100,001 – 500,000 3,000
500,001 – 1 million 5,000
1,000,001 – 5 million 8,000
5,000,001 – 10 million 10,000
10,000,001 – 25 million 20,000
25,000,001 – 50 million 40,000
50,000,001 – 100 million 50,000
100,000,001 and above 70,000

*IMPORTANT NOTE:

  1. In determining the amount of registration fees, the nominal authorised share capital of the foreign company should first be converted to the Malaysian Currency (Ringgit Malaysia) at the prevailing exchange rate.
  2. In the event a foreign company does not prescribe any share capital, a flat rate of RM 1,000.00 shall be paid to SSM.

D. CERTIFICATE OF INCORPORATION

  • A certificate of registration will be issued by SSM upon compliance with the registration procedures and submission of duly completed Registration Documents.

*IMPORTANT NOTE:

If any of the described registration documents are in languages other than Malay or English, a certified translation of such documents in Malay or English shall be required.

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