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Company Setup and Compliance

Company Secretary Requirements for a Sdn Bhd in Malaysia

Who can act, when to appoint one, and what the secretary files for your company.


Quick answer: Every Sdn Bhd must appoint a company secretary within 30 days of incorporation. The secretary must be a natural person aged 18 or above and a Malaysian citizen or permanent resident. They must be licensed by SSM or belong to an approved professional body, and hold an SSM practising certificate. A foreigner cannot take a new appointment.

Key takeaways

  • Appoint the first company secretary within 30 days of incorporation.
  • The secretary must be a Malaysian citizen or permanent resident, so a foreign owner needs a local one.
  • Only a licensed secretary or company agent can lodge annual documents with SSM.
  • A practising certificate is valid for one year at first, and up to three years when renewed.

Who Can Be a Company Secretary

Requirements under the Companies Act 2016.

Requirement Rule
Type of person A natural person. A company cannot act.
Age 18 years or above
Nationality Malaysian citizen or permanent resident
Qualification Licensed by SSM, or a member of an approved professional body such as MAICSA, MIA or the Malaysian Bar
Registration Must register with SSM electronically and hold a practising certificate
Not allowed Persons disqualified under section 238 of the Companies Act 2016, or with pending action under the laws SSM lists

What a Company Secretary Does

The role in one paragraph

The company secretary is the officer who handles the company's statutory filings with SSM and keeps its official records in order. Under the Companies Act 2016, the first secretary must be appointed within 30 days from the date of incorporation, and the appointment is submitted through SSM's Corporate Registry System.

Annual filings

Only the appointed licensed company secretary or the company's agent can lodge a company's annual return and financial statements through SSM's MBRS system. Someone the secretary or agent appoints can act as a Maker and prepare the particulars, but only the Lodger can submit. Directors still keep the company's accounting records and internal controls.

Beneficial ownership

The secretary or agent enters beneficial ownership information into the company's register and lodges changes with SSM. The board of directors is ultimately responsible for obtaining the information and keeping the register accurate.

Registered office

The company must always have a registered office in Malaysia, open to the public during ordinary business hours. A change must be notified to SSM within 14 days.


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Foreign Owners and Residency

Why a foreign-owned company needs a local secretary

Under section 235 of the Companies Act 2016, a secretary must be a Malaysian citizen or permanent resident. A foreign owner cannot take the role, and the company must appoint a qualified person who lives in Malaysia.

The grandfathering rule

A person who is not a citizen or permanent resident, and was appointed as secretary before 31 January 2017, may apply for a practising certificate. It covers only the company they were appointed to before that date, and they cannot accept any new appointment.

Practising certificate

A person must register with SSM before acting as a secretary. A certificate issued on first application is valid for one year. A renewed certificate is valid for not more than three years. The application is lodged electronically through SSM's system.


Key Timelines

Item Detail
Appointment deadline Within 30 days of the date of incorporation
First practising certificate Valid for one year
Renewed certificate Valid for not more than three years
Annual return Within 30 days of the anniversary date, lodged by the secretary or agent
Beneficial owner changes Record within 14 days, then lodge within 14 days
Registered office change Notify SSM within 14 days

Do and Do Not

Do

Before you appoint

  • Confirm the person is a Malaysian citizen or permanent resident.
  • Ask for proof of SSM registration and a valid practising certificate.
  • Agree who prepares and who lodges the annual filings.

During the year

  • Send your secretary information on changes, such as shareholders or beneficial owners, as soon as they happen.
  • Give your secretary time before each deadline.

Do not

Avoid

  • Appointing a foreigner who is not a permanent resident.
  • Leaving the appointment past 30 days from incorporation.
  • Appointing a company instead of a person.
  • Assuming anyone can lodge your annual return.

How to Choose a Secretary

Our checklist.

  • Qualification: licensed by SSM, or a member of an approved professional body.
  • A valid SSM practising certificate.
  • A clear scope: annual return, financial statements, beneficial owner register and changes.
  • A way to reach them quickly when something changes.
  • A fee that states exactly what it includes.

Frequently Asked Questions

Quick answers on company secretaries.

Does a Sdn Bhd need a company secretary?

Yes. The first company secretary must be appointed within 30 days from the date of incorporation.

Who can be a company secretary in Malaysia?

A natural person aged 18 or above who is a Malaysian citizen or permanent resident. The person must be licensed by SSM or be a member of an approved professional body, such as MAICSA, MIA or the Malaysian Bar.

Can a foreigner be a company secretary?

No. A person who is not a citizen or permanent resident can act only if appointed before 31 January 2017, and only for the company they were appointed to then. They cannot accept any new appointment.

Can a company be the company secretary?

No. Under the Companies Act 2016, a secretary must be a natural person.

Does the company secretary need a practising certificate?

Yes. A person must register with SSM before acting as a secretary. The first certificate is valid for one year, and a renewed certificate is valid for up to three years.

What does a company secretary do?

The secretary handles the company's filings with SSM. Only the appointed licensed company secretary or company agent can lodge a company's annual return and financial statements. The secretary also enters beneficial owner information into the register and lodges changes.

Can a foreign-owned company appoint its own staff as secretary?

Only if the person meets the qualifications. The secretary must be a Malaysian citizen or permanent resident, and be licensed by SSM or a member of an approved professional body.

How do I apply to become a company secretary?

The application must be lodged electronically through SSM's electronic filing system. The applicant must not be disqualified under section 238 of the Companies Act 2016 and must have no pending legal action under the laws SSM lists.

Can the secretary be a director?

SSM's guidelines we reviewed do not address this. Ask us for your case.

How many company secretaries can a company have?

SSM's guideline for secretaries does not address the number. Ask us for your case.

How do I check that my secretary is registered?

Ask for the practising certificate and its validity period. SSM requires a person to register before acting as a secretary, and a certificate is valid for one year at first and up to three years once renewed.

How much does a company secretary cost?

The fee depends on the provider and the services included. Compare the scope, not just the price.



About This Guide

This guide was prepared by Neutral Consulting PLT, a Kuala Lumpur firm of chartered accounting and advisory professionals with 10 years in practice. We help foreign and local companies set up, stay compliant and hire talent in Malaysia. Every figure and rule here was checked against the official sources listed below in November 2026.


Sources

Official sources

This page is general information, not legal advice. Agencies change their requirements, so confirm the current rules with SSM, or with us, before you act. Checked November 2026.


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