Short answer. To incorporate a Sdn Bhd you need identity documents and consent from every director, shareholder and the company secretary, a proposed company name, a registered office address, details of the business activity and share structure, and the company’s constitution if you use one. Foreign directors or shareholders need additional passport and address details.
Axecta provides company incorporation for companies across Malaysia. Talk to our team.
In this article
- Checklist for directors and shareholders
- Identity and address documents
- Foreign directors or shareholders
- Registered office and business address
- Company name and business activity
- The company’s constitution
- Share structure
- How to submit documents securely to Axecta
- What SSM’s guideline asks you to prepare
- A data sheet to complete before you submit
- Common reasons submissions are delayed
- Frequently asked questions
Checklist for directors and shareholders
For each director and shareholder, prepare:
- Full name as on the identity document.
- Identity card number (Malaysians) or passport number (foreigners).
- Residential address and contact details.
- Date of birth, nationality and occupation.
- Email address for official communications.
- Signed consent to act as director or to take shares.
- A declaration that the person is not disqualified from acting as director, where required.
Where a shareholder is a company, you will need its registration details and the names of its directors and ultimate owners.
Identity and address documents
Typically a clear copy of the identity card or passport, and proof of address if SSM or your provider requests it. Keep the copies current and legible. Mismatched spellings between documents are a common cause of delays.
Foreign directors or shareholders
Need this done for you? Axecta’s company incorporation team can handle this for your company. See the company incorporation service.
- Passport copies and the current residential address.
- Evidence of address if requested.
- Information about the home country tax or company registration, for corporate shareholders.
- Check whether your business activity has foreign ownership conditions.
- At least one director must ordinarily live in Malaysia.
Registered office and business address
The company needs an address in Malaysia as its registered office, where official letters can be received. If you do not have a suitable premises you may use a service provider’s address, subject to the provider’s terms. Prepare the address in full, with postcode and state, plus the business address if different.
Company name and business activity
- Two or three name options in order of preference.
- A clear description of the business activity and any related codes.
- Confirm whether the activity needs a licence from the local authority or a regulator.
The company’s constitution
Under the Companies Act 2016, a constitution is optional. If you want one, prepare or review it with your company secretary. Common points to decide are share transfers, directors’ powers, meeting rules and pre-emption rights.
Share structure
- Number of shares to be issued.
- Who holds how many.
- Whether shares will be fully paid up at incorporation.
- The class of shares if more than one.
How to submit documents securely to Axecta
Send scans through the secure channel that your Axecta contact provides, not through general chat apps. Name files clearly, for example “Director-1-passport”. We confirm receipt, check every document against the application and keep copies in the company’s records. See how to register a Sdn Bhd.
What SSM’s guideline asks you to prepare
SSM’s Guidelines for the Incorporation of a Local Company explain the information required for the incorporation submission, including the company’s proposed name, registered office, business address, nature of business, the particulars of directors, shareholders and secretary, and the share capital. Work through the guideline with your secretary and make a checklist of the data points.
A data sheet to complete before you submit
| Person or item | Details to complete |
|---|---|
| Each director | Full name, ID or passport number, nationality, date of birth, residential address, email, consent |
| Each shareholder | Same, plus number of shares and amount paid |
| Company secretary | Name, practising certificate details and consent |
| Company | Name options, registered office, business address, activity |
| Shares | Number, class, amount payable per share |
SSM’s guidance says at least one director must have their principal place of residence in Malaysia, and the secretary must meet the criteria in section 235, so confirm eligibility early. See how to register a Sdn Bhd.
Common reasons submissions are delayed
- Name differences between the identity document and the form.
- Missing consent from a director or secretary.
- Unclear business activity description.
- An address that does not meet SSM’s requirements.
- Foreign shareholder information incomplete.
A short pre-submission review by your secretary removes most of these.
Frequently asked questions
What documents do directors need?
Identity or passport copy, address details, consent to act and any required declaration.
What if a director is foreign?
Provide passport details and address, and make sure at least one director ordinarily lives in Malaysia.
Do I need a physical office?
You need a registered office address in Malaysia. It can be a provider’s address if allowed. Axecta can arrange this.
What is a company constitution?
The company’s governing rules. It is optional under the Companies Act 2016, but many companies adopt one to suit their needs.
Is there an official guideline for incorporation?
Yes. SSM publishes Guidelines for the Incorporation of a Local Company on its website.
Do I need consent from every director?
Directors and the secretary give consent to act. Your secretary will prepare the forms.
Can I use a provider’s address as my registered office?
Often yes, subject to SSM rules and the provider’s terms.
Want a checklist tailored to your company?
Axecta Management Services is a full-suite accounting, company secretarial and consulting firm in Kuala Lumpur, serving companies from SMEs to MNCs.
Download the document checklist
Keep reading
- How to Register a Sdn Bhd in Malaysia
- Cost of Setting Up a Sdn Bhd in Malaysia
- What to Do After Incorporating a Sdn Bhd
- Who Can Be a Director in Malaysia? Eligibility, Residency and Disqualification
- How to Find a Company Registration Number in Malaysia
- Sole Proprietorship vs Sdn Bhd
- What Does a Company Secretary Do in Malaysia?
- Company Registration Number vs Tax Identification Number (TIN)
- How to Register a Company: the full guide
Official sources to check
This article is general information and not legal, tax or accounting advice for your company. Rates, thresholds, deadlines and procedures change, so confirm current requirements with the sources above or with Axecta.