Question 1

(1) How is the presentation of the name of Company?

Accepted Answer

For Public Company, the name shall end with the word “Berhad” or the abbreviation “Bhd.”.

Question 2

(2) How many Director is needed to incorporate a Berhad Company?

Accepted Answer

Minimum two (2) natural person who is at least eighteen (18) years old and shall ordinarily reside in Malaysia by having a principal place of residence in Malaysia and are not disqualified under Section 198 of the Companies Act 2016.

Section 198 described that “A person shall not hold office as a Director of a Company or whether directly or indirectly be concerned with or takes part in the management of the Company , if the person
 • is an undischarged bankrupt.
 • has been convicted of an offence relating to the promotion, formation or management of corporation.
 • has been convicted of an offence involving bribery, fraud or dishonesty.
 • has been convicted of an offence under Section 213, 217, 218, 228 and 539 of Companies Act 2016.
 • has been disqualified by the court under Section 199 of Companies Act 2016.

Question 3

(3) How many member is needed?

Accepted Answer

Minimum one (1), either natural person or corporate body, Malaysian or foreigner.

Question 4

(4) Can a Corporation be a shareholder for Public Company?

Accepted Answer

Yes can. Shareholder can be the same person as Director, can be a different person from Director, can be a combination of individual and corporation and also can be a sole corporation.

Question 5

(5) Share Capital

Accepted Answer

The minimum share capital RM1. However, during the initial stage, the maximum capital can be RM10,000.00. More than that proof of fund is required.

Question 6

(6) Can Company increase the capital after incorporated?

Accepted Answer

Yes, but after the bank account is successfully opened. The Company needs to show the bank statement as a proof of the fund has been injected to the Company account.

Question 7

(7) What is Registered Office and does it compulsory?

Accepted Answer

Registered office is address where all company documents, registers as ordered by the Companies Act 2016 need to be kept, must be located in Malaysia and open and accessible to the public during ordinary business hours. And by practice, Companies Secretary address is the registered office of the Company.

Question 8

(8) Can the business address be the address for registered office?

Accepted Answer

Yes, possible. However, it is not advisable as to ensure that the registers which are required to be maintain under Companies Act 2016 is up to date.

Question 9

(9) Do I have to appoint a Company Secretary?

Accepted Answer

According to Section 236 of the Companies Act 2016, Company Secretary must be appointed within 30 days from its date of incorporation. If you incorporate your Company through ASI, We will automatically be appointed as your Company Secretaries.

Question 10

(10) What are the roles and duties of the Company Secretary in my Company?

Accepted Answer

Besides assisting you with company registration, a Company Secretary is also responsible for:
a) Ensure the information of the Company, director(s) and shareholder(s) are kept up-to-date.
b) Advise the Company on compliance to various laws and regulations such as the Malaysian Companies Act 2016.
c) Lodge Annual Return and Financial Statements.
d) Keep meeting minutes and written resolutions of board meetings.
e) Handle striking off or winding up of the company.
f) Provide Certified True Copy (CTC) documents for opening bank account, grant application, etc.
g) Provide the registered office of the Company.

Question 11

(11) I own and existing Sdn. Bhd. or LLP. Can I register a new public company using the same company name?

Accepted Answer

Unfortunately, no. A new public company cannot use the same name as any existing business entity even if they are owned by the same person. Any company name that may be confused with another company’s that exists in the system is not allowed.

Question 12

(12) Can I close down my existing Berhad and register a new Berhad with the same name?

Accepted Answer

Yes, you can. However, there is a holding period of 2 years before the existing Berhad name can be re-used by a new entity.

Question 13

(13) Constitution

Accepted Answer

A Company, may or may not have a constitution. Without its own constitution, the company, each director and member shall have the rights, powers, duties and obligations as set out in the CA 2016. Based on the CA 2016, a company shall not be formed for any unlawful purpose. Hence, if a company has adopted its own constitution, object clauses are now less significant and may or may not be specified in the Constitution.

Question 14

(14) I own an enterprise, partnership or LLP. Can I convert it to Berhad?

Accepted Answer

While ‘switching’ your business entity is not possible as they are of different entity, you can incorporate a new Berhad and run the business as a new company before terminating the existing enterprise, partnership or LLP.