Under the Companies Act, the definition of a foreign company is a corporation, company, association, society or other bodies that are incorporated outside Malaysia. A foreign company can also be defined as an unincorporated association, society or other bodies that can sue others or be sued according to the step law of its origin, or hold any properties in the secretary’s or other officer’s name that it appointed for that particular purpose, and do not have a principal office in Malaysia. In Malaysia, foreign companies can have registration by registering themselves with SSM or incorporate a local company with SSM. If they are not sure about the procedures and documents needed for the incorporation, they may hire a corporate secretarial firm Johor Bahru.
Applying for a name search is the first step (Also see 9 Steps to Keep Your Startup on Track) in the registration process. This is to identify whether the name the company proposes is available for business (Also see Guidelines on Registering New Businesses) registration. In this step, the business owner should fill in and submit Form 13A to SSM, and he needs to pay RM30.00 for every business name he applies. When registering the business name, the business owner should use the same name as what he has registered in the company’s place of origin.
Business owners should submit the registration documents to SSM in three months from the date the company’s name gets the approval from SSM. If he fails to do so, he needs to apply for another name search again.
The registration documents that a foreign company (Also see Changing from Private Companies to Public Companies or vice versa) should submit to SSM include the followings:
– A true certified copy of its certificate of registration or certificate of incorporation
– A true certified copy of its Memorandum and Articles of Association (M&A), statute, charter, or other instruments that can define its constitution
– A power of attorney or a memorandum of appointment that authorizes the person who settles in Malaysia to accept any notices that the foreign company needs to be responsible for on behalf of that company
– Form 79
– Form 80
– Form 13A’s original copy
– A copy of the SSM’s letter that approves the foreign company’s name
Unlike the registration fees for the company limited by shares, the fees for foreign company increases as the nominal share capital increases. When the foreign company wants to identify the sum of registration fees, it needs to convert the nominal share capital to the Malaysian Ringgit at the current exchange rate. If it does not specify any share capital, then it should pay SSM RM1000.00.
After following the registration procedure and submitting the registration form that the company has completed, SSM will issue a certificate of registration. One thing that the business owners should note is that if the registration documents mentioned above are not in Malay or English, they need to submit a certified translation of them.