Starting a business in Malaysia begins with choosing the right legal structure. For most entrepreneurs and foreign investors, a Sendirian Berhad (Sdn Bhd) — a private limited company — offers the best balance of liability protection, credibility, and scalability.
At Bayabumi Sdn Bhd, we have helped incorporate over 100 companies through the Companies Commission of Malaysia (SSM). In this guide, we explain exactly how to register a Sdn Bhd in Malaysia in 2026, what documents you need, how long it takes, and what it costs.
What Is a Sdn Bhd?
A Sdn Bhd is a private limited company governed by the Companies Act 2016. It is a separate legal entity from its owners, meaning shareholders are not personally liable for company debts beyond their share capital.
Key characteristics of a Malaysian Sdn Bhd:
- Separate legal personality: The company can own assets, sign contracts, and sue or be sued in its own name.
- Limited liability: Shareholders’ personal assets are protected.
- Perpetual succession: The company continues to exist even if ownership changes.
- Minimum one director and one shareholder: Both can be the same person.
- Must have a company secretary: The secretary must be a licensed professional or a corporate secretarial firm registered with SSM.
Who Can Register a Sdn Bhd in Malaysia?
Both Malaysian citizens and foreigners can incorporate a Sdn Bhd. However, the requirements differ slightly:
| Requirement | Malaysian | Foreigner |
|---|---|---|
| Minimum directors | 1 (aged 18+, resident in Malaysia) | 1 (must reside in Malaysia) |
| Company secretary | Required within 30 days | Required within 30 days |
| Local registered address | Required | Required |
| Business license | Industry-dependent | Industry-dependent + MM2H/visa considerations |
If you are a foreign entrepreneur who does not reside in Malaysia, you will need at least one locally resident director. Bayabumi can advise on nominee director arrangements and Employment Pass structuring.
Step-by-Step: Sdn Bhd Registration Process in Malaysia
Step 1: Choose and Reserve Your Company Name (1–2 days)
Before incorporation, you must submit a name search and reservation application to SSM through the MyCoID 2016 portal.
Tips for choosing a Sdn Bhd name:
- The name must be unique and not identical or confusingly similar to an existing company.
- Avoid names that are misleading, offensive, or suggest royal or government affiliation.
- You can reserve a name for up to 30 days (extendable for another 30 days).
- SSM charges approximately RM 50 per name reservation.
Step 2: Prepare Incorporation Documents
Once your name is approved, prepare the following documents for SSM submission:
- Constitution (optional): Since 2016, companies can operate without a Constitution unless specific governance rules are needed.
- Declaration by a Director or Promoter: Stating that you are not an undischarged bankrupt and have not been convicted of certain offences.
- Consent to Act as Director: Signed by each appointed director.
- Consent to Act as Company Secretary: Signed by the appointed secretary.
- Registered office address: A physical Malaysian address (P.O. boxes are not accepted).
Bayabumi handles the entire document preparation process, ensuring compliance with the Companies Act 2016 and SSM guidelines.
Step 3: Incorporate via MyCoID 2016 (1–3 days)
Submit your incorporation application through the MyCoID 2016 portal. SSM will review the application and, if everything is in order, issue:
- Certificate of Incorporation
- Company Registration Number
SSM incorporation fees are approximately RM 1,000 for a company with share capital up to RM 100,000.
Step 4: Appoint a Company Secretary (Within 30 Days)
Every Sdn Bhd must appoint a company secretary within 30 days of incorporation. The secretary must:
- Be a member of a professional body recognised by SSM (e.g., MAICSA, MICPA, MIA), or
- Be licensed by SSM as a registered company secretary.
The company secretary is responsible for maintaining statutory books, filing annual returns, and ensuring SSM compliance.
Step 5: Open a Corporate Bank Account
With your Certificate of Incorporation and director identity documents, you can open a corporate bank account. Major Malaysian banks include Maybank, CIMB, Public Bank, and Hong Leong Bank.
Most banks require:
- Certificate of Incorporation
- Constitution (if applicable)
- Director and shareholder IC/passport copies
- Proof of registered address
- Board resolution authorising account opening
Step 6: Obtain Business Licenses and Permits
Depending on your industry, you may need additional licenses:
- Local authority (PBT) business premise license
- WRT licence (for foreign-owned retail/wholesale businesses)
- Industry-specific permits (e.g., F&B, manufacturing, construction)
- Halal certification (if applicable)
Bayabumi provides end-to-end licensing assistance to ensure your business is fully compliant from day one.
How Much Does It Cost to Register a Sdn Bhd in Malaysia?
| Cost Item | Estimated Fee (RM) |
|---|---|
| Name reservation | ~50 |
| SSM incorporation fee | ~1,000 |
| Company secretary (annual) | 800 – 2,500 |
| Registered address (annual) | 300 – 1,200 |
| Constitution drafting (optional) | 200 – 500 |
| Professional incorporation service | 1,500 – 3,500 |
Total estimated cost: RM 3,000 – 6,000 for a straightforward incorporation with professional assistance.
How Long Does Sdn Bhd Registration Take?
With complete documents and a straightforward name approval, a Sdn Bhd can be incorporated in 3 to 5 working days. Delays usually occur when:
- The proposed company name requires SSM review or approval from a regulator.
- Documents are incomplete or contain errors.
- The business activity requires a special licence before incorporation.
Bayabumi’s incorporation service typically completes the process within 3–5 working days because we pre-validate all documents before SSM submission.
Common Mistakes to Avoid When Registering a Sdn Bhd
- Choosing the wrong business activity code: SSM requires you to select the correct Malaysia Standard Industrial Classification (MSIC) code. An incorrect code can cause licensing issues later.
- Underestimating paid-up capital: While the minimum is RM 1, some industries (e.g., construction, F&B franchises) require higher capital for licensing.
- Using a residential address without approval: Some local councils do not allow residential addresses for business registration.
- Delaying company secretary appointment: Missing the 30-day deadline can result in SSM penalties.
- Mixing personal and company finances: Open a corporate bank account immediately and keep all transactions separate.
Post-Incorporation Compliance Checklist
After incorporation, your Sdn Bhd must comply with ongoing statutory requirements:
- Appoint auditor (if required by size threshold)
- Register with LHDN for income tax
- Register for SST if taxable turnover exceeds RM 500,000
- Maintain proper accounting records
- File annual returns with SSM within 30 days of the anniversary of incorporation
- Hold annual general meetings (AGM) as required
- File corporate tax returns (Form C/CP204) within 7 months of financial year-end
Why Use a Professional Firm for Sdn Bhd Incorporation?
While SSM allows direct online incorporation, using a regulated professional firm like Bayabumi ensures:
- Name approval success: We pre-check name availability and advise on naming strategy.
- Document accuracy: All forms are completed correctly the first time, avoiding SSM rejections.
- Compliance from day one: We set up your company secretary, registered address, and tax registration simultaneously.
- Integrated services: After incorporation, we continue with bookkeeping, payroll, tax filing, and audit — all under one roof.
Get Started With Your Sdn Bhd Registration
Ready to incorporate your Malaysian company? Bayabumi Sdn Bhd offers a fixed-price Sdn Bhd incorporation package that includes name search, SSM filing, company secretary appointment for the first year, and a registered address.
📱 WhatsApp us at +60 16-4445 511 for a free 10-minute consultation.
📧 Email us at info@bayabumi.com.my
Bayabumi Sdn Bhd is a Malaysian Institute of Accountants (MIA) and MICPA-regulated firm providing company incorporation, accounting, tax, audit, and business advisory services to SMEs across Malaysia.
Frequently Asked Questions
Can a foreigner own 100% of a Sdn Bhd in Malaysia?
Yes. Foreigners can own 100% of a Malaysian Sdn Bhd in most industries. However, certain sectors (e.g., agriculture, oil & gas, education) may require partial Malaysian ownership under the Negative List for Foreign Investment.
What is the minimum paid-up capital for a Sdn Bhd?
Legally, the minimum is RM 1. However, for practical business purposes — especially when applying for licences, work passes, or tenders — a paid-up capital of RM 10,000 to RM 100,000 is more credible.
Do I need to visit Malaysia to incorporate a Sdn Bhd?
Not necessarily. If you appoint a professional firm like Bayabumi as your company secretary, we can handle SSM filing remotely. However, you will need to visit Malaysia to open a corporate bank account, as Malaysian banks require in-person verification.
What happens after my Sdn Bhd is incorporated?
You must appoint a company secretary within 30 days, open a corporate bank account, obtain any required business licences, and begin maintaining proper accounting records. Annual compliance includes filing annual returns with SSM and tax returns with LHDN.