If you are incorporating a company in Malaysia, the company must appoint a Company Secretary. This individual must be appointed within 30 days of receiving their Certificate of Incorporation from the Malaysian Business Commission (SSM). This is a mandatory requirement, along with the appointment of at least one director of the company.
Business secretaries in Malaysia can work in both the public and private sectors, both for organizations and companies. However, they are not a necessity for commercial entities that have a private limit (you can still designate them if you wish).
The role of a company secretary in your business
A common mistake when you hear the word “secretary” is that this person handles the administrative tasks of the company, such as presentation and paperwork, for example. However, nothing could be further from the truth. The role of a company secretary is much greater than that.
In fact, the Secretary of the Malaysian Company has one of the most important roles and responsibilities within an organization. Not only are those responsible responsible for managing the operation of the company efficiently, but they are also responsible for ensuring that your company complies with all its legal and compliance regulations.
Other duties and responsibilities include:
Preparation and presentation of your company’s annual statements.
Perform an advisory role and ensure that secretariat records are well maintained. The individual will be responsible for advising the board on almost all business matters for the good of the company.
Management and organization of an Annual General Meeting at least once every calendar year. They are also responsible for managing the minutes of the board meetings and preparing the meeting agenda.
Be familiar with compliance and legal requirements of regulatory bodies.
Make sure that the company follows all the procedures that it must comply with in accordance with the Companies Act of 1965.
Make sure the interests of board members are well protected.
Make sure that any changes suffered by the company must be duly completed in accordance with the prescribed forms within the required deadline.
Update and maintenance of all books and legal documents of the company.
As you can see, the Company Secretary has a fairly heavy workload on his shoulders. Therefore, the person designated for this role must be well equipped to handle the demands that it entails.
What it takes to become a company secretary
Do you think being a company secretary is the right job for you? What requirements of the Secretary of the company must meet? If you meet the following criteria, you may have what it takes to succeed in this role. The requirements of a Company Secretary in Malaysia that must be met are:
- Must be at least 18 years of age or older (any person below the legal age limit will not be considered a qualified person)
- You must have a professional license from the Business Registry.
- You must have a high level of knowledge and have a great interest in law and corporate governance.
- You must be someone who has an eye for details, nothing that others may miss.
- You must be able to work well with people of all levels.
- You should be able to write clearly and fluently.
- You must be an expert in the processing of large volumes of information.
- You must be reliable. A large amount of confidential information will be your responsibility.
You must reside in Malaysia.
Must be a member of a professional body or company prescribed by the Ministry of Commerce of Malaysia.
- If you are a public accountant, you must be a registered member of the Institute of Accountants of Malaysia (MIA).
- If you are a registered secretary, you must be registered with the Institute of Collegiate Secretaries and Administrators of Malaysia (MAICSA).
- If you are a licensed Secretary, you must be registered with SSM.
- If you are a lawyer, you must be registered with the Malaysian Bar Association or the relevant authorities.
Company secretaries must comply with the Code of Ethics and carry out their professional duties and responsibilities effectively. They must be someone who attaches a high level of importance to the performance of their duties with integrity and sincerity.
Appointment of the secretary of your company in Malaysia
Your first company secretary must be appointed at the time of the incorporation of your company in Malaysia. The Company Secretary will be responsible for sending your incorporation documents, which include Form 49 to the SSM in which you must submit your name. The Registrar of Companies will register the name of this person within one month after receiving the forms.
If you’re running a much smaller business and you don’t necessarily have the resources to hire a full-time Company Secretary, there is still a solution. You can outsource your company secretarial services. You can engage the services of a professional firm – like S & F Consulting Firm Limited – whose Corporate Secretarial Services package will be more than sufficient for your business needs.
Terminating the Services of a Malaysia Company Secretary
The company director is within their rights to terminate the services of a Company Secretary if they are not satisfied with the individual’s performance. They can terminate the services and appoint a new secretary to replace the previous one. The company’s board of directors can terminate a company secretary at any time they deem is necessary.