Starting a business in Malaysia often begins with choosing the right company structure. For many entrepreneurs and growing businesses, a Sendirian Berhad (Sdn Bhd) is the preferred option due to its credibility, scalability, and legal protection. This guide explains how to register a Sdn Bhd company in Malaysia, covering requirements, costs, timelines, and common questions, based on current practices under the Companies Act 2016.
What is a Sdn Bhd Company?
A Sdn Bhd (Sendirian Berhad) is a private limited company incorporated under the Companies Act 2016 and governed by the Companies Commission of Malaysia (SSM). It is recognised as a separate legal entity, meaning the company exists independently from its owners or directors. This structure is widely used by SMEs, startups, and foreign investors operating in Malaysia.
Key Features of Sdn Bhd
Some important characteristics of a Sdn Bhd company include:
- Limited liability: Shareholders are only liable up to their invested capital.
- Separate legal entity: The company can own assets, enter into contracts, and sue or be sued.
- Perpetual succession: The company continues even if shareholders or directors change.
- Better business credibility: Banks, investors, and government agencies generally prefer Sdn Bhd companies.
- Lower tax rate: Malaysian SMEs enjoy corporate tax rates as low as 15% on the first RM150,000 of chargeable income (subject to conditions).
Eligibility of a Sdn Bhd Company
To incorporate a Sdn Bhd in Malaysia, the minimum eligibility requirements are:
- At least 1 director: Must be 18 years old, ordinarily residing in Malaysia.
- At least 1 shareholder: Can be an individual or corporate body (local or foreign).
- Minimum paid-up capital: RM1 is allowed, but banks and regulators often recommend RM1,000 – RM10,000.
- Registered office address in Malaysia: There is no limit on the number of shareholders for a Sdn Bhd.
Documents Required for Malaysia Company Registration (Sdn Bhd)
To ensure smooth registration, prepare the following documents:
- Proposed company name
- Director(s) and shareholder(s) NRIC or passport
- Residential address and contact details
- Business nature / principal activities
- Shareholding structure
- Signed consent to act as director
- Declaration of compliance under the Companies Act 2016
Foreign shareholders may require additional verification documents.
How to Register a Sdn Bhd Company in Malaysia?
Step 1: Company Name Search & Reservation
The proposed company name has been submitted to SSM for approval. Once approved, the name is reserved for 30 days.
Step 2: Incorporation Submission
After name approval, incorporation documents are lodged through SSM’s MyCoID system, including director and shareholder details.
Step 3: Issuance of Notice of Registration
Once approved, SSM issues the Notice of Registration, confirming the company’s legal existence. This replaces the old Certificate of Incorporation.
Step 4: Post-Incorporation Setup
After incorporation, the company should:
- Open a corporate bank account
- Appoint a company secretary within 30 days
- Register for tax with LHDN
- Apply for SST or licenses if required
This completes the process for registering a Sdn Bhd company in Malaysia.
How Long Does It Take to Register a Sdn Bhd Company?
Under normal circumstances:
- Name approval: 1 working day
- Incorporation approval: 1–3 working days
- Total timeline: 2–5 working days
Delays may occur if documents are incomplete or the proposed name is rejected.
Frequently Asked Questions (FAQs)
Yes. Foreigners can own 100% of the shares, subject to regulations governing business activities.
Yes. An appointment must be made within 30 days of incorporation.
Yes, as long as you meet the residency requirement.
A registered office address in Malaysia is mandatory.
Annual tax return (Form C) must be submitted to LHDN.
- 1. Can a foreigner register a Sdn Bhd companyin Malaysia?
- Yes. Foreigners can own 100% of the shares, subject to regulations governing business activities.
- 2. Is a company secretary mandatory?
- Yes. An appointment must be made within 30 days of incorporation.
- 3. Can I be the sole director and shareholder?
- Yes, as long as you meet the residency requirement.
- 4. Is a physical office required?
- A registered office address in Malaysia is mandatory.
- 5. What is the minimum tax filing requirement?
- Annual tax return (Form C) must be submitted to LHDN.
Why Choose Jin Advisory?
Jin Advisory is a Chartered Accounting Firm in the Klang Valley, supported by a team of experienced professionals with strong commercial understanding. Our services include:
- Company incorporation & secretarial compliance
- Accounting & bookkeeping
- Tax planning & submission
- Statutory auditing
We focus on accuracy, compliance, and practical business advice, helping clients navigate Malaysia’s regulatory landscape with confidence.
Understanding how to register a Sdn Bhd company in Malaysia is essential for building a compliant and scalable business. From name reservation to post-incorporation compliance, each step matters. With proper guidance, the process can be fast, cost-effective, and stress-free.
Planning to register a Sdn Bhd in Malaysia? Contact Jin Advisory today for professional company registration, accounting, tax, and audit support. Let our experienced team help you start your business the right way.