What Is a Private Limited Company (Sdn Bhd)?
A Private Limited Company, commonly known as Sdn Bhd (Sendirian Berhad), is a company structure where shareholders’ liability is limited to the amount they invest in the company.
This structure is widely used by startups, SMEs, and growing businesses because it provides several advantages such as legal protection, credibility, and the ability to raise capital.
In Malaysia, a Sdn Bhd is considered a separate legal entity from its owners, meaning the company can enter contracts, own assets, and incur liabilities independently.
Basic Requirements to Register a Sdn Bhd
Before registering a company, business owners must meet several legal requirements set by SSM.
The main requirements include:
- At least one director who resides in Malaysia
- At least one shareholder (can be the same person as the director)
- The director must be at least 18 years old
- Directors must not be bankrupt or convicted of serious offences
- A registered business address in Malaysia
- Minimum paid-up capital of RM1 (some industries may require higher capital)
These requirements ensure that companies comply with Malaysian corporate laws and maintain accountability.
Conducting a Company Name Search
The first step in registering a company is to check whether your desired company name is available.
This is done through the MyCOID portal, the online system used by SSM for company registrations.
When submitting a name search:
- The proposed name must comply with SSM naming guidelines
- Sensitive or prohibited words are not allowed
- A RM50 fee is charged for each name reservation
- The reservation is typically valid for 30 days
Preparing several alternative company names is recommended in case your first choice is rejected.
Preparing Incorporation Documents
After your company name is approved, the next step is preparing the required incorporation documents.
Some of the information needed includes:
- Details of directors and shareholders
- Identification documents (NRIC or passport)
- Registered business address
- Nature of business and industry classification
- Company Constitution (if applicable)
- Declaration of Compliance confirming legal requirements are met
These documents must be submitted through the SSM online system to complete the incorporation application.
Submitting the Registration Application
Once the documents are prepared, the incorporation application can be submitted online via the MyCOID portal.
Applicants must:
- Fill in company information
- Upload the required documents
- Pay the official registration fee
The SSM incorporation fee generally starts from RM1,010, depending on the application type.
After submission, SSM will review the application. If everything is correct, the approval process typically takes 1 to 3 working days.
Receiving the Certificate of Incorporation
Once the application is approved, SSM will issue a Notice of Registration, which serves as proof that the company has been legally incorporated.
Businesses may also request a Certificate of Incorporation if required for banking, licensing, or contractual purposes.
After incorporation, companies must complete several post-registration tasks, including:
- Appointing a Company Secretary within 30 days
- Opening a corporate bank account
- Registering for tax with the Inland Revenue Board
- Applying for relevant business licenses or permits
These steps ensure the company operates legally and complies with Malaysian regulations.
How to Register a Private Limited Company (Sdn Bhd) in Malaysia: A Complete Guide