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Southeast Asia Company

Malaysia Company
Registration

 

Selangor, Kuala Lumpur, Johor, Kedah and Penang

Malaysia Company Registration

 

Selangor, Kuala Lumpur, Johor

Malaysia, with its stable political and economic environment, well-developed infrastructure, and strategic position at the heart of ASEAN, has long been one of the top choices for foreign investment. Since the gradual implementation of investment liberalization policies in 1986, the country has successfully moved away from its traditional reliance on commodities such as rubber and tin, transforming into a diversified economy encompassing manufacturing, technology, and services. In recent years, with the rise of digitalization and the green economy, Malaysia’s role in the regional investment landscape has become even more prominent, serving as a vital gateway for foreign enterprises seeking to expand into the Southeast Asian market.

I.Introduction to Malaysia's business and foreign investment environment

Introduction to Malaysia's business and foreign investment environment

Malaysia offers comprehensive infrastructure and a stable investment environment, making it one of the most popular destinations in Asia for foreign companies to establish operations. Since opening its market to foreign investment in 1986, Malaysia has successfully transformed into a hub for manufacturing and technology industries, while actively expanding its services sector.

In 2024, Malaysia approved a record-high total investment of RM 378.5 billion (approximately USD 85.8 billion), representing a 14.9% year-on-year growth. This included RM 252.7 billion in services, RM 120.5 billion in manufacturing, and RM 5.3 billion in primary industries.

The top five investing countries in Malaysia in 2024 were the United States (RM 32.8 billion), Germany (RM 32.2 billion), the People’s Republic of China (RM 28.2 billion), Singapore (RM 27.3 billion), and the Hong Kong Special Administrative Region (RM 7.4 billion). The main investment destinations were Selangor, Kuala Lumpur, Johor, Kedah, and Penang.

  • Major export products include: Electronic goods, timber and natural resources, palm oil, as well as petroleum and natural gas.
  • Major import products include: Electronics, electrical machinery, automobiles, chemicals, and metal products.
  • Key supporting institutions for foreign companies in Malaysia include:

Malaysian Industrial Development Authority, MIDA :
The principal agency for promoting industrial development in Malaysia, serving as the “investment promotion and approval center.” MIDA is responsible for planning, promoting, facilitating, and approving investments in the manufacturing and selected services sectors. It oversees the issuance of manufacturing licenses, investment incentives, and the evaluation and approval of tax-related incentives.

SSM(Suruhanjaya Syarikat Malaysia):
Commonly known by its Malay acronym SSM, it is the sole authority responsible for company and business registration, regulation, public disclosure, and compliance in Malaysia. For foreign investors, regardless of whether establishing a Sdn. Bhd. (Private Limited Company), a branch office, or other business structures, the first step must be registration with SSM.

II.What are the Advantages of Registering a Company in Malaysia?

What are the Advantages of Registering a Company in Malaysia?

Malaysia is strategically located in the heart of ASEAN within the Asia-Pacific region, neighboring Singapore, Thailand, and Indonesia. It serves as a transportation and logistics hub for the ten ASEAN countries. With Kuala Lumpur International Airport (KLIA), Port Klang, and Penang Port, Malaysia offers high logistics efficiency, making it an ideal base for trade and supply chain management.

Malaysia’s workforce is largely well-educated and multilingual. Compared to Singapore and Hong Kong, the average wage levels are significantly lower, helping companies effectively manage labor costs.

While Malay is the official language, English is widely recognized as the second official language and is commonly used in business, government, and legal contracts. This makes communication, documentation, and tax compliance more convenient for foreign investors.

With a population of over 33 million, Malaysia’s consumer market continues to grow, while also serving as a gateway to the broader ASEAN market of 600 million people.

Malaysia allows foreign investors to establish companies with 100% ownership (subject to industry regulations), without requiring local shareholders, making it one of the most open markets in Southeast Asia.

  • 1.Excellent location
    Malaysia is strategically located in the heart of ASEAN within the Asia-Pacific region, neighboring Singapore, Thailand, and Indonesia. It serves as a transportation and logistics hub for the ten ASEAN countries. With Kuala Lumpur International Airport (KLIA), Port Klang, and Penang Port, Malaysia offers high logistics efficiency, making it an ideal base for trade and supply chain management.
  • 2.Labor quality and labor costs
    Malaysia’s workforce is largely well-educated and multilingual. Compared to Singapore and Hong Kong, the average wage levels are significantly lower, helping companies effectively manage labor costs.
  • 3.Language advantage
    While Malay is the official language, English is widely recognized as the second official language and is commonly used in business, government, and legal contracts. This makes communication, documentation, and tax compliance more convenient for foreign investors.
  • 4.Economy and domestic market potential
    With a population of over 33 million, Malaysia’s consumer market continues to grow, while also serving as a gateway to the broader ASEAN market of 600 million people.
  • 5.Foreign investment-friendly policies
    Malaysia allows foreign investors to establish companies with 100% ownership (subject to industry regulations), without requiring local shareholders, making it one of the most open markets in Southeast Asia.

III.Introduction to Private Limited Company (Sdn. Bhd.) in Malaysia

Introduction to Private Limited Company (Sdn. Bhd.) in Malaysia

When registering a company in Malaysia, choosing the right business structure is crucial. Among the available options, Sendirian Berhad (Sdn. Bhd.) is the most popular choice for investors. It is considered the most flexible and secure structure, suitable for both local and foreign-owned companies. The advantages of a Private Limited Company (Sdn. Bhd.) include:

  • 1. 100% Foreign Ownership
    Following the 2016 Companies Act update, foreign investors are allowed to hold 100% equity ownership without requiring local shareholders (subject to industry-specific restrictions).
  • 2. Separate Legal Entity
    A Sdn. Bhd. can own assets, enter into contracts, assume liabilities, legally employ staff in Malaysia, and apply for work visas for foreign employees.
  • 3. Limited Liability
    Shareholders enjoy limited liability, with personal assets separated from company debts. Their liability is limited to the amount of capital invested, ensuring personal financial protection even in the event of company financial issues.
  • 4.Business Credibility and Trust
    Establishing a Private Limited Company enhances corporate credibility, making it easier to gain the trust of banks, investors, and clients. This trust helps secure loans, attract investors, and build stronger business relationships.
  • 5. Scalability and Business Growth
    A Sdn. Bhd. allows multiple shareholders, facilitating investment attraction and business expansion. Shares are not publicly traded, but the company can raise additional capital by issuing new shares, providing greater flexibility for business growth.
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Syarikat Sendirian Berhad Malaysia

When registering a company in Malaysia, choosing the right business structure is crucial. Among the available options, Sendirian Berhad (Sdn. Bhd.) is the most popular choice for investors. It is considered the most flexible and secure structure, suitable for both local and foreign-owned companies. The advantages of a Private Limited Company (Sdn. Bhd.) include:

Following the 2016 Companies Act update, foreign investors are allowed to hold 100% equity ownership without requiring local shareholders (subject to industry-specific restrictions).

A Sdn. Bhd. can own assets, enter into contracts, assume liabilities, legally employ staff in Malaysia, and apply for work visas for foreign employees.

Shareholders enjoy limited liability, with personal assets separated from company debts. Their liability is limited to the amount of capital invested, ensuring personal financial protection even in the event of company financial issues.

Establishing a Private Limited Company enhances corporate credibility, making it easier to gain the trust of banks, investors, and clients. This trust helps secure loans, attract investors, and build stronger business relationships.

A Sdn. Bhd. allows multiple shareholders, facilitating investment attraction and business expansion. Shares are not publicly traded, but the company can raise additional capital by issuing new shares, providing greater flexibility for business growth.

IV.How to Establish a Private Limited Company (Sdn. Bhd.) in Malaysia

How to Establish a Private Limited Company (Sdn. Bhd.) in Malaysia

All businesses operating in Malaysia are required to submit an application to the Companies Commission of
Malaysia (Suruhanjaya Syarikat Malaysia, SSM).

The following information must provided:

Company Name

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  • The name of a company registered in Malaysia can be in either English or Malay, and must end with “Sdn. Bhd.” (Private Limited Company)“Sdn” is the abbreviation of the Malay word Sendirian, meaning “private,” while “Bhd” is the abbreviation of Berhad, meaning “company.”

Registered Capital

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  • In Malaysia, there is no minimum paid-up capital requirement for incorporating a company. While an Sdn. Bhd. can be set up with RM 1, foreign investors are generally advised to prepare RM 500,000–1,000,000 to meet work visa or licensing requirements.

Company Shareholders

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  • Any investor can be a shareholder, whether a foreigner, local individual, or corporate entity. A company must have at least 1 shareholder and can have up to 50 shareholders.

-Pemegang Saham Syarikat-

Company Director

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  • Director Requirements (at least 1).
    A.Minimum 18 years old, of sound mind.
    B. Principal residence in Malaysia.
    C. Must not be an undischarged bankrupt as defined under the Bankruptcy Act 1967.
    D.Must not be prohibited from acting as a director under the Developments in the Law in 2016.

PS:Foreign companies may use a nominee director service or appoint a local senior executive if no local director is available.

Company Secretary

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  • Every company must appoint a company secretary within 30 days of incorporation. The secretary ensures compliance with the Companies Act 2016, files annual returns, maintains statutory records, and supports regulatory requirements. They are also responsible for keeping company books, preparing meeting minutes, and facilitating communication between directors and shareholders.

Business & Co., Ltd Address

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  • Business: An Sdn. Bhd. may register multiple activities with SSM, but it is recommended to list only 1–3 key activities. Additional activities can be added later if needed.
  • Business Registered Address: The registered address of a Malaysian company can differ from its business address. If the company’s principal place of business is different from its registered office, a separate registration must be filed.

V.Malaysia Company Registration Process

Malaysia Company Registration Process

To establish a company in Malaysia, an application must first be submitted to the Companies Commission of Malaysia (SSM, Suruhanjaya Syarikat Malaysia).

Step 1: Company name application and availability check.
Verify online whether your desired company name is available for registration.

Step 2: Preparation of company documents
Prepare the company constitution, directors’ and shareholders’ information, and address proof.

Step 3: Submission to SSM.
Submit the required documents to SSM for review and approval, pay the registration fee, and obtain the Certificate of Incorporation.

Step 4: Tax registration with LHDN.
All companies must register with the Inland Revenue Board (LHDN) to obtain a Tax File Number. Early registration is advised to avoid issues with invoicing or import/export activities.

Step 5: Bank account opening.
Processing times vary depending on the bank, the completeness of documents, and internal reviews. Applications involving foreign directors or shareholders may take longer.

Step 6: Business licenses and permits (if required).
Certain industries require specific licenses or permits to operate legally. These are issued by relevant federal or local authorities. Companies must ensure compliance with all applicable regulations to avoid penalties.

VI. Foreign-Owned Business Licenses

Foreign-Owned Business Licenses

  • After registering a foreign-owned company (Foreign-owned Sdn. Bhd.) with the Companies Commission of Malaysia (SSM), if the company intends to actually operate the business, it may need to apply for various licenses depending on its business scope and operations. These licenses can generally be divided into general licenses and licenses for regulated / specialized industries.

Companies intending to operate from a commercial premise usually need a general license, which is issued by the local authority (locally referred to as Pihak Berkuasa Tempatan or PBT). These government agencies manage all businesses within their jurisdiction, so companies must ensure compliance with their rules.

1.Premise License
If the business involves retail, warehousing, or certain specialized industries, it typically requires a Premise License. This license confirms that the business premise is safe and complies with health and safety regulations. Businesses operating in commercial premises—such as retail shops, showrooms, restaurants, and warehouses—must hold this license.
2.Signboard License
A Signboard License ensures that the company’s signage meets local government regulations. This license is essential for businesses displaying signage, such as shop signs, billboards, or advertising boards.

Companies must submit an application along with supporting documents. The authorities will then inspect the business premises or signage to ensure compliance with all necessary regulations.

In Malaysia, foreign-owned companies (Foreign-owned Sdn. Bhd.) operating in regulated or specialized industries require additional approval or licenses from the relevant industry authorities, in addition to basic company registration. Common foreign-invested industries requiring such licenses include construction, property development, food & beverage, retail, wholesale, import/export, and manufacturing.

1.Wholesale and Retail Trade (WRT) License
One of the most common licenses for foreign companies in Malaysia is the Wholesale and Retail Trade (WRT) License. This license is issued by the Ministry of Domestic Trade and Consumer Affairs (Kementerian Perdagangan Dalam … KPDN)for foreign-owned companies engaged in distribution and trade activities within Malaysia.
2.Who needs to apply for a WRT license?
The WRT license is required for companies where foreign ownership exceeds 50%. If a company is involved in wholesale, retail, import/export, franchising, food & beverage, or distribution to the domestic market, foreign shareholders must obtain WRT approval. Only after obtaining this license can the Immigration Department process work permits (DP10) for any foreign directors, shareholders, or employees. Companies where 50% or more of the shares are owned by Malaysian citizens are exempt from applying for a WRT license.
3.What are the basic requirements for applying for a WRT license?
To apply for a WRT license, foreign-owned companies must have a minimum paid-up capital of RM 1,000,000. The business activity must match the “Nature of Business” registered with SSM and the WRT application. The business location must also be legally registered. Additional considerations—such as hiring local employees, supporting Bumiputera development, submitting audited financial statements regularly, and promoting sustainable development—can facilitate the approval process. For detailed requirements and advice tailored to your business, please contact us to discuss your specific needs.

VII. Malaysian Corporate Taxation

Malaysian Corporate Taxation

After registering with the Malaysian Inland Revenue Board, companies are required to declare and pay relevant taxes, fulfilling their tax obligations and ensuring that their operations comply with Malaysia’s tax framework. The main types of taxes in Malaysia are as follows:

Corporate Income Tax (CIT)
24%

Sales & Service Tax (SST)
8% & 10%

Withholding
Tax (WIT)

10%-15%

Personal Income Tax (PIT)
0%-30%

The main all the various tax rates in Malaysia.
The following is a detailed introduction to the various tax rates.

Malaysia follows a territorial tax system, meaning that companies established in Malaysia are taxed on income derived from within Malaysia. Foreign-owned companies with more than 50% foreign shareholding do not qualify for the SME tax rate and are subject to the standard corporate tax rate of 24%, regardless of profit levels.

Malaysia introduced the Sales and Service Tax (SST) in 2018, replacing the previous Goods and Services Tax (GST) system.
1. Sales Tax (10%):
The standard sales tax rate is 10%, applicable to most goods.
A reduced rate of 5% applies to certain specific goods, such as petroleum products, building materials, and watches.
2. Service Tax (8%):
Effective March 1, 2024, the service tax rate for most services increased from 6% to 8%.
A reduced rate of 6% applies to specific services such as dining, telecommunications, parking, and logistics.
Zero-rated supplies (0%) must still be reported for SST purposes but the tax rate is 0%. Exempt supplies are fully exempt from SST and no tax payment is required.

Payments made to non-resident companies, such as royalties, technical service fees, or interest, are subject to withholding tax at 10%–15%, depending on the Double Taxation Agreement (DTA) between Malaysia and the recipient’s country.

Foreign individuals earning income sourced from Malaysia are subject to Personal Income Tax (PIT). Tax treatment depends on residency status:
A.Malaysian Tax Residents:Individuals residing in Malaysia for more than 183 days in a year are considered tax residents.Taxed on a progressive scale of 0%–30%, similar to local residents.Eligible for personal reliefs and deductions.
B.Non-Malaysian Tax Residents:Taxed at a flat rate of 30%. Not eligible for resident personal reliefs or exemptions.

Corporate Income Tax

CIT 24%

           Malaysia follows a territorial tax system, meaning that companies established in Malaysia are taxed on income derived from within Malaysia. Foreign-owned companies with more than 50% foreign shareholding do not qualify for the SME tax rate and are subject to the standard corporate tax rate of 24%, regardless of profit levels.

Sales and Service Tax

SST 8 & 10%

         Malaysia introduced the Sales and Service Tax (SST) in 2018, replacing the previous Goods and Services Tax (GST) system.

  • Sales Tax (10%):
    The standard sales tax rate is 10%, applicable to most goods.

    A reduced rate of 5% applies to certain specific goods, such as petroleum products, building materials, and watches.
  • Service Tax (8%):
    Effective March 1, 2024, the service tax rate for most services increased from 6% to 8%.

    A reduced rate of 6% applies to specific services such as dining, telecommunications, parking, and logistics.

Additional notes: Zero-rated supplies (0%) must still be reported for SST purposes but the tax rate is 0%. Exempt supplies are fully exempt from SST and no tax payment is required.

Withholding Tax

 WIT 10%–15%

          Payments made to non-resident companies, such as royalties, technical service fees, or interest, are subject to withholding tax at 10%–15%, depending on the Double Taxation Agreement (DTA) between Malaysia and the recipient’s country.

Personal Income Tax

PIT 0-30%

          Foreign individuals earning income sourced from Malaysia are subject to Personal Income Tax (PIT). Tax treatment depends on residency status:
1. Malaysian Tax Residents: Individuals residing in Malaysia for more than 183 days in a year are considered tax residents. Taxed on a progressive scale of 0%–30%, similar to local residents. Eligible for personal reliefs and deductions.

2. Non-Malaysian Tax Residents:Taxed at a flat rate of 30%. Not eligible for resident personal reliefs or exemptions.

VIII. Annual Compliance for Malaysian Companies

Annual Compliance for Malaysian Companies

Foreign-owned companies that establish a Sdn. Bhd. (Private Limited Company) in Malaysia often overlook subsequent annual compliance, which can lead to fines or even compulsory company striking-off. After company registration, compliance obligations can generally be divided into statutory compliance (SSM) and tax compliance (LHDN).

All Sdn. Bhd. companies must comply with the requirements of the Companies Act 2016:
Submission of Annual Return – Companies must file their annual return with the Companies Commission of Malaysia (SSM).
Submission of Financial Statements & Reports – Annual financial statements must be prepared and submitted in accordance with statutory requirements.

Submission of Estimate of Tax Payable
• Must be submitted within three months of company incorporation or starting revenue-generating activities.
• Updated annually to estimate the company’s income tax for the upcoming year.

Companies are required to submit their annual tax return along with audited financial statements to the Malaysian Inland Revenue Board (LHDN) each year.
This filing is mandatory and ensures tax transparency while maintaining compliance with Malaysian tax laws.

IX. Conclusion

Conclusion

Overall, registering a company (Sdn. Bhd.) in Malaysia as a foreigner is not difficult. The process is relatively straightforward and fully managed by the Companies Commission of Malaysia (SSM). However, foreign-owned companies still face certain restrictions and additional requirements that investors should understand and plan for in advance. Examples include:

  • Director qualifications and residency requirements in Malaysia
  • Minimum paid-up capital based on the type of business
  • Eligibility and application for foreign business licenses and industry-specific permits
  • Ongoing corporate compliance and operational matters

Inter Area can provide clients with tailor-made solutions for Malaysian company registration, ensuring a smooth, compliant, and efficient registration process. Our professional team manages every stage of the company registration journey, including company structure selection, SSM application, business license acquisition, and all corporate compliance matters.
We carefully handle all administrative and commercial aspects for local operations, allowing investors to focus on growing their business in Malaysia with confidence, while ensuring operations are legally compliant and efficiently managed.

Malaysia Company Registration FAQ

Malaysia Company Registration FAQ

A:While Malaysia welcomes foreign investment, certain industries are restricted or prohibited for foreign ownership. These include:

  • National security sectors – such as defense and law enforcement.
  • Industries related to natural resources – such as forestry and mining.
  • Licensed industries requiring local participation – such as telecommunications and media.

A:Yes, a foreigner can serve as the sole director and shareholder of a Malaysian private limited company (Sdn. Bhd.). However, the director must have a Malaysian residential address and hold a long-term residency visa allowing them to reside in Malaysia.

A: Legally, the minimum paid-up capital for any Malaysian private limited company (Sdn. Bhd.), including foreign-owned companies, is RM 1.
In practice, however, a capital that is too low or too high may complicate bank approvals and even affect the company’s ability to open a bank account. Based on our experience, the initial paid-up capital can be set at RM 1,000–3,000. After successfully opening a corporate bank account, the capital can then be adjusted to the actual investment amount and additional funds can be injected as needed.

A: The registered address of a company does not have to be the same as its business address. The registered address is usually the office of the company secretary, which must be accessible to the public during normal business hours.
Under the Companies Act 2016, all company records and documents must be kept at this address. You may conduct your business operations at any other address, which will serve as the business address.

A: A Malaysian company must submit its first financial statements within 18 months of incorporation, and thereafter annually every 12 months. Tax filing must be completed within 7 months after the end of the accounting year.

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