Description
- A Dormant Company refers to a registered company that has ceased trading or is not actively conducting business operations. Although it remains legally registered, a dormant company does not generate income or incur significant expenses, apart from those necessary to maintain its registration.
GOV Department
- Suruhanjaya Syarikat Malaysia (SSM) / Companies Commission of Malaysia
License Name (Malay)
- Syarikat Tidak Aktif
Details
- A company is considered dormant if it has no significant business transactions other than statutory compliance expenses, such as filing fees, audit fees, and secretarial fees.
- Dormant companies are typically maintained for future business activities or to hold assets.
- Despite being inactive, dormant companies must comply with legal obligations, including filing annual returns and audited financial statements (where applicable).
Important Rules
- The company must notify SSM if it intends to maintain dormant status.
- The status of the dormant company must be disclosed in its annual financial statements.
- Compliance with statutory obligations, such as tax filing and submission of annual returns, is required even during dormancy.
- Dormant status does not exempt the company from obligations under the Companies Act 2016 or other relevant laws.
Compound & Punishment
- Failure to file annual returns or financial statements while dormant may result in:
- Fines up to RM50,000 for the company and its directors.
- Potential de-registration of the company by SSM.
- Misrepresentation of the company’s dormant status may lead to legal action and additional penalties.
Advisor
Jeffrey Eh Hao Yih , Director
Jeffrey has been providing expert guidance for businesses dealing with ongoing challenges. With his expertise, he aids clients in strategic business planning, streamlining operations, and enhancing productivity. Additionally, Jeffrey offers diverse business technology services to help digitize traditional businesses effectively.
Commonly Asked Question
An SSM dormant company is a registered company with no business activity or income during a financial year. Conzlab can help you check if your company qualifies as dormant and guide you with SSM compliance.
A dormant company must still file annual returns and may qualify for audit exemption. Conzlab guides you through all SSM compliance requirements for dormant companies.
A dormant company can apply for strike off with SSM if it is no longer needed. Conzlab helps with the full process of closing or striking off a dormant company under SSM regulations.
Yes. Under Practice Directive 3/2017, a dormant private company (Sdn. Bhd.) can apply for audit exemption if it meets the conditions set by SSM.
Yes. Even if the company is dormant, it must still file the Annual Return every year and submit financial statements unless exempted by SSM.
Yes. Under Practice Directive 3/2017, a dormant private company (Sdn. Bhd.) can apply for audit exemption if it meets the conditions set by SSM.
Yes. You can resume business anytime by updating the company’s financial records and informing SSM and LHDN that the company is now active.
You don’t need a special form. The company’s financial statements should clearly show no business activities, and your Company Secretary can state the dormant status in filings with SSM.
You still pay for:
- Company Secretary fee (about RM60–RM200/month)
- SSM Annual Return filing fee (RM150 per year)
- Accounting or tax filing service fee, if applicable
- A Dormant Company still exists legally but is inactive.
- A Struck-Off Company has been removed from SSM’s register and no longer exists legally.