Hey there, aspiring entrepreneur! Ready to set up a company in Malaysia, one of Southeast Asia’s business hotspots? With its strategic location, growing economy (5.3% GDP growth in Q3 2024), and investor-friendly policies, Malaysia is a great place to start. This guide will walk you through the company registration process in a clear, friendly way, focusing on the most popular structure for foreigners and locals alike: the Private Limited Company (Sdn Bhd). I’ll cover requirements, costs, steps, and post-registration tasks, ensuring you’re compliant with the Companies Commission of Malaysia (SSM).
Why Register a Company in Malaysia?
Malaysia’s business-friendly environment makes it ideal for startups, SMEs, and foreign investors. Here’s why:
- Strategic Location: Central in ASEAN, with access to markets like Singapore, Thailand, and Indonesia.
- Pro-Business Policies: Tax incentives, no withholding tax on dividends, and 100% foreign ownership in most sectors.
- Affordable Costs: Low startup costs (RM 1,000+ for registration) and competitive operating expenses.
- Economic Growth: Ranked 35th globally for trade, with a thriving economy in manufacturing, tech, and tourism.
- Digital Ease: Online registration via SSM’s MyCoID portal simplifies the process.
The Sdn Bhd (Private Limited Company) is the go-to choice because it offers limited liability, protecting your personal assets, and allows 100% foreign ownership in most industries. It’s scalable, credible, and suits everything from startups to established businesses.
Requirements for Registering an Sdn Bhd in Malaysia
To register an Sdn Bhd under the Companies Act 2016, you’ll need to meet these SSM requirements:
- Minimum Age: At least 18 years old for directors and shareholders.
- Directors: At least one director who is a Malaysian resident (citizen, permanent resident, or foreigner with a valid long-term visa like an Employment Pass). Foreigners without a resident director can hire a local nominee director via services like Emerhub or MISHU.
- Shareholders: At least one shareholder (individual or corporate, local or foreign). No residency requirement for shareholders.
- Company Secretary: A qualified company secretary (resident in Malaysia, licensed by SSM or a member of a recognized professional body) must be appointed within 30 days of incorporation.
- Paid-Up Capital: Minimum RM 1 for 100% local ownership; RM 500,000 to RM 1 million for foreign-owned companies in certain sectors (e.g., trading, services). Check with SSM for your industry.
- Registered Office Address: A physical or virtual address in Malaysia (P.O. boxes not allowed). Virtual offices are available through providers like Emerhub.
- Business Name: Must be unique, compliant with SSM guidelines (no offensive words, no restricted terms like “bank” without approval).
Eligibility:
- Malaysian Citizens/Permanent Residents: Can register without restrictions.
- Foreigners: Can own 100% of an Sdn Bhd in most sectors (e.g., tech, trading), but regulated industries (e.g., banking, tourism) may require a local partner (30%+ local ownership).
- Corporations: Local or foreign companies can be shareholders.
Note: Sole proprietorships and partnerships are restricted to Malaysian citizens or permanent residents, so foreigners typically choose Sdn Bhd or Limited Liability Partnerships (LLP).
Step-by-Step Process to Register an Sdn Bhd
Here’s how to register your company in Malaysia, based on 2025 regulations and SSM’s streamlined process:
Step 1: Choose and Reserve a Company Name
- Action: Select a unique name ending with “Sdn Bhd” (e.g., “YourBusiness Sdn Bhd”). Avoid prohibited words (e.g., “Royal,” “Bank”) or names similar to existing companies.
- Guidelines:
- Use correct spelling (Malay or English; mixed allowed if grammatically correct).
- No religious or offensive terms.
- Coined words need a meaning explanation.
- Process: Submit up to three name options via SSM’s MyCoID portal (ezbiz.ssm.com.my) or through a professional service (e.g., MISHU, Emerhub). SSM reviews within 1–2 business days.
- Cost: RM 50 per name search.
- Duration: Approved names are reserved for 30 days (extendable for another 30 days for RM 50).
- Tip: Use a professional service to check name availability and compliance to save time.
Step 2: Prepare Incorporation Documents
Gather these documents, ensuring they’re in English or certified translations:
- Identity Proof: Copies of NRIC (for Malaysians) or passport (for foreigners) for all directors and shareholders.
- Proof of Address: Recent utility bill, rental agreement, or bank statement for directors/shareholders.
- Company Constitution: Outlines internal regulations (optional since 2016, but recommended for clarity). Use a template or hire a consultant.
- Form 48F: Statutory declaration by a director/promoter before appointment.
- Form 6: Declaration of compliance with the Companies Act.
- Shareholder Details: Number of shares issued (minimum one share, RM 1).
- Business Activity Details: Description of intended business activities.
Tip: Professional services like MISHU or Tetra Consultants can prepare these for RM 1,000–3,000, ensuring accuracy.
Step 3: Submit Application to SSM
- Online: Log into MyCoID portal (ezbiz.ssm.com.my), create an account, and submit documents under “New Business Registration.” Activate your account at an SSM office if registering yourself.
- Offline: Visit an SSM branch with documents (less common due to digitalization).
- Fees:
- Registration fee: RM 1,000 (flat rate for Sdn Bhd).
- Stamp duty: RM 10–100 (varies by share capital).
- Processing Time: 3–7 business days if documents are complete.
- Outcome: SSM issues a Notice of Registration (digital Certificate of Incorporation).
Step 4: Appoint a Company Secretary
- Requirement: Appoint a licensed company secretary within 30 days of incorporation. They handle compliance, filings, and statutory records.
- Cost: RM 500–2,000/year, depending on the provider.
- Tip: Firms like MISHU or Acclime bundle secretary services with registration packages.
Step 5: Open a Corporate Bank Account
- Action: Open a business account with a local bank (e.g., Maybank, CIMB, Public Bank) to deposit paid-up capital and manage finances.
- Documents:
- Certificate of Incorporation.
- Company Constitution (if applicable).
- NRIC/passport of directors/shareholders.
- Board resolution authorizing account opening.
- Time: 1–4 weeks, depending on the bank.
- Tip: Foreigners may need a resident director to open an account; consult banks like HSBC for foreigner-friendly options.
Step 6: Register for Taxes and Social Contributions
- Income Tax: Register with the Inland Revenue Board (LHDN) via MyTax Portal (mytax.hasil.gov.my) within 3 months of starting operations. New companies get a Tax Identification Number (TIN) automatically via MyCoID.
- Sales and Service Tax (SST): Register with the Royal Malaysian Customs Department if your business involves taxable goods/services (threshold: RM 500,000/year).
- Employees Provident Fund (EPF): Register with EPF for employee contributions (mandatory for companies with staff).
- Social Security Organization (SOCSO): Register for employee social security protection.
- Time: 1–2 weeks for tax and social registrations.
Step 7: Obtain Business Licenses and Permits
- Requirement: Depending on your industry, apply for licenses (e.g., trading, food, construction) from local councils or ministries (e.g., MITI, MOH, MOTAC).
- Examples:
- Sales and Service Tax Registration.
- Building Plan Approval.
- Food and Beverage Permits.
- Process: Varies by industry; consult a professional service for guidance.
- Time: 1–4 weeks.
Costs of Registering an Sdn Bhd
Here’s a breakdown of costs for 2025:
- SSM Registration Fee: RM 1,000.
- Name Search: RM 50 (per name).
- Stamp Duty: RM 10–100.
- Company Secretary: RM 500–2,000/year.
- Professional Fees: RM 1,000–3,000 (if using a consultant like MISHU, Emerhub, or Tetra Consultants).
- Virtual Office: RM 500–1,500/year (optional for registered address).
- Bank Account Setup: Free or RM 50–200 (bank-dependent).
- Licenses/Permits: RM 500–5,000 (industry-specific).
Total Estimated Cost: RM 2,500–7,000 (~USD 600–1,600) for a basic Sdn Bhd setup, excluding paid-up capital (RM 1 for locals, RM 500,000+ for foreigners in some sectors).
Ongoing Annual Costs:
- Company secretary: RM 500–2,000.
- Audit/tax filings: RM 2,000–5,000.
- SSM annual returns: RM 50–200.
- Office/virtual address: RM 500–2,000.
Post-Registration Compliance
To keep your Sdn Bhd compliant:
- Annual Returns: File with SSM annually via MyCoID (due within 30 days of anniversary).
- Financial Statements: Submit audited accounts to SSM (unless exempt for small companies).
- Tax Filings: File corporate tax returns with LHDN (e-CP204) within 7 months of financial year-end.
- License Renewals: Renew industry-specific licenses before expiry.
- Statutory Records: Maintain records of directors, shareholders, and shares (handled by your secretary).
Tip: Use compliance tools like Emerhub’s portal to track deadlines and avoid penalties.
Pros and Cons of Registering an Sdn Bhd
Pros:
- Limited Liability: Protects personal assets from business debts.
- 100% Foreign Ownership: Allowed in most sectors.
- Scalability: Issue shares to attract investors.
- Credibility: Enhances trust with banks, clients, and partners.
- Tax Benefits: Access to incentives and double tax treaties.
Cons:
- Resident Director: Foreigners need a local director or visa.
- Compliance Costs: Annual audits and filings add expenses.
- Regulated Sectors: Some industries require local partners or higher capital.
- Processing Time: 3–7 days, plus 1–4 weeks for bank accounts/licenses.
Tips for a Smooth Registration
- Hire a Professional: Services like MISHU, Emerhub, or Tetra Consultants (RM 1,000–3,000) handle name searches, documents, and compliance, saving time and ensuring accuracy.
- Check Industry Rules: Verify if your sector (e.g., tourism, banking) needs local partners or special licenses.
- Use MyCoID: Register online for speed, but visit an SSM office for account activation if self-registering.
- Plan Capital: Foreigners in regulated sectors need RM 500,000–1 million; budget accordingly.
- Network Locally: Join expat groups on X or Facebook (e.g., “Malaysia Business Network”) for tips on banks and licenses.
For expats managing finances, check out our guide on budget travel hacks in 2025.
Official Link
For the latest requirements, forms, and MyCoID portal access, visit the Companies Commission of Malaysia (SSM): www.ssm.com.my. This official site offers guidelines, fee schedules, and online registration tools.
Conclusion
Registering a company in Malaysia as an Sdn Bhd in 2025 is a straightforward process that opens doors to Southeast Asia’s vibrant markets. By reserving a unique name, preparing documents, submitting via SSM’s MyCoID portal, and handling post-registration tasks like tax and banking, you can launch your business in 3–7 days for RM 2,500–7,000. With 100% foreign ownership allowed in most sectors and a supportive economy, Malaysia is perfect for startups and expansions. Use professional services for a hassle-free setup, stay compliant with annual filings, and leverage Malaysia’s tax incentives to grow. Start your Malaysian business journey today!