Food and restaurant business in Malaysia


Food and restaurant business in Malaysia

In world tourism, Malaysia ranked among the top ten countries and there are more than 1000 restaurants operated by the foreigners. Like all other business, the key goal of the restaurant business is to make money and with numerous tourist, in a spot, Malaysia is an excellent place for starting place to start a food and restaurant business. In Malaysia, there are Indian, Lebanese, Persian, Taiwanese, French, Japanese and many more types of food. Starting a restaurant in Malaysia is an ambitious undertaking and it is one of the toughest business of all. Many restaurants fail within a few years of opening just because of poor planning. However, there are ways to establish a successful restaurant business in Malaysia and in this article we are going to provide the ideal resource.

Every year’s thousands of tourists visit in Malaysia from different origins and they all have different tastes. So in order to establish a food and restaurant business, at first identify the segment that we love to work. For example, if we do not love making coffee then we do not go to the coffee shop. Also to set up a restaurant in Malaysia we not only need to know serving food but also learn marketing, human resource management, finance, local law, certification etc. One study conducted on Malaysian restaurant shows average Malaysian restaurants earns 5-8% profit. Although every restaurant is different, the following data shows typical after sales money distribution.

  • Food – 30%
  • Labour – 25%
  • Rent – 14%
  • Insurance/Legal – 5%
  • Bank repayment – 5%
  • Marketing – 3%
  • Maintenance – 3%
  • Utilities (Gas, Electicity, water) – 3%
  • Crockery – 3%
  • Waste – 1%
  • Profit – 8%

Location is very important for the restaurant business in Malaysia and this can make or break a restaurant. The things to be considered for finding a suitable place is the visibility or amount of foot traffic, available parking, potential outdoor and indoor seatings, competition etc. There are few online databases provided by a different real estate company in Malaysia that may help potential clients to find a suitable space for restaurants. After choosing the location, the question comes if we want to buy or lease the property. Buying a property is a deciding factor for new investors. The benefits of buying property are that we don’t have to worry about rent hike and the advantage of leasing property is low budget staring and easy to quit if things do not work out.

For overseas investors, a legal company may help the potential client to buy a property. For leasing a property in Malaysia, potential investors should also take support from a lawyer or a legal organization and not only look for rent but also the length of the lease, quitting conditions, insurance, repairs, service charges, guarantees, protection when the lease ends, restrictions, landlord history, property history etc.

For a successful food and restaurant business in Malaysia, choosing the right food is very important. It requires a balance high and low food cost with reasonable profit margin and that may produce easily in busy hours. The menu of the restaurant should be very versatile and it must go with the food act of Malaysia. If you want to serve halal food then you must have to take certificate. Before starting the restaurant you have to make sure that you have sufficient funds in reserve for operating the next six months. The most common startup cost for starting a restaurant in Malaysia is

  • Leasing Fees
  • Premises refit
  • Kitchen setup, oven, refrigeration etc
  • Staff and uniforms
  • Furniture and crockery
  • Signage
  • Initial stock of food
  • Marketing fund

Working capital and also the hidden charges. We have to keep our startup cost as low as possible.

Restaurant owned and operated by 100% foreigner owned in Malaysia must incorporate a Malaysian company SDN BHD with minimum paid-up capital RM 1 Million. Also, restaurants have to apply for the necessary business licenses such as signboard license, halal license, MCP, and PPM (if you want to play music in your premises). The company those owned by 100% foreigner, need to apply for wholesale, retail trade license to approve the entity. This unique license only issued to the restaurants with unique concepts with the minimum size of 1500 sqft (unique means the food items are hard to find normally). Also, foreigners have to apply for the DP10 – 2years work permit after all above license are obtained. The processing of DP10 work permit is very fast and usually gets approved in a month. Additionally, if you create a specific unique image or logo for the business, then you have to register the trademark for protecting it from being copied. A registered trademark can protect the business name, slogan, domain name, logo, color, sound etc.

The potential investor can also consider investing in the franchise and there’s also many advantage and disadvantage. The main advantage of a franchise restaurant is an instant business and we don’t have to worry about the name, menu etc and it already has a name recognition. A restaurant franchise gets constant support from the mother

company and this is very helpful for the new restaurant owners. The drawback is the money and much bigger franchise requires you to have lots of money and property. Also, there are lots of rules that need to be followed and there is less freedom. Additionally, you have to pay the royalty fees that are usually 3-8% of yearly turnover.

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How to register a company name? Full guidelines for Company name selection


How to register a company name in Malaysia

Here are the most effective guidelines for company name registration in Malaysia. To register a company name, you can also follow this instruction. Actually, all business name registrations process managed & approved by the SSM (Companies Commission of Malaysia). Hopefully, this articles information helps you to get knowledge on that types of documents needed to register a Malaysia company? And What should you do for registering your company name as a trademark or etc! Description below.

Introduction

The company name established by a business firm is mainly used to identify or introduce the business itself. The business name or the company name can be categorized into two groups:

  • Personal name: is the name used in the identity card. This type of name used to register company name do not require approval or reviewing. Example Mozahidul Islam Co., Lee Sharon etc.
  • Trade Name: The trade name is a name given to by business owners and investors to locate their business firm as an individual company within a nation. The Registrar of Business of the sole authorized body for company name registration Companies Commission of Malaysia (SSM) has to approve this business name for incorporation. Example S & F Consulting Firm Limited.

Company Name Application procedure

  • Application for company name for a business entity must be done by using a PNA42 form. The application form must be filled with all valid details as asked in the form.
  • If the desired proposed name given by the company owners or the sole investors requires the approval of the Minister, the applicant must attach supporting documents that is necessary for name approval.

Guidelines to conduct business name application in Malaysia (Comply with the law/Act)

A desired proposed business/company name should not stand against the constitution, law and cannot have negative elements. The desired proposed name for a Business entity cannot contain prohibited words under these laws:

  1. Rule 15 conducted by Business Registration Rules 1957.
  2. Government Gazette No716 conducted by Companies Act 1965.
  3. Act of other laws on prohibition of using words without approval of governing and regulating party.

Read Also : Process of company registration in Malaysia

The principles of naming a business company in Malaysia:

Usage of appropriate language& spelling.

(a) The desired proposed business or company name must use correct language and spelling. One can use both Bahasa Malaysia and English to name their business firm to illustrate the type of business. Eg: Koli Construction not Construction Koli

(b) If the desired proposed business name contains a fictitious word that is not Bahasa Malaysia or English, the meaning of the word must be given.

  1. A business name cannot be too general. The desired proposed business name must have its own identity and should not be very common. Names are considered general when using common words Eg: Technology Resources
  2. The desired proposed business name cannot resemble another business name that has been registered or is kept under SSM authority for safekeeping.

A business name or a company name is said to be identical or similar to another business entity if it is distinguished by the following words or symbols:

business name or a company name registration
  1. The symbol “&” or the letter “N”, or the word “dan” or “and”
  2. The usage of the symbol “.” (full stop),”-“ (dash)
  3. Business name that contains words that has a similar meaning; Eg:Builder= Build
  4. Comparison in plural and singular words;
     Eg: ABC Services = ABC Service
  5. The limitation to the use of the word “New” Eg: Blue Showers Trading = New Blue Showers Trading
  6. The desired proposed name of a business company is stated to be different and not identical to the name of another business company if there is a difference in letters or texts within the name initiated.
  7. Combined common words are considered if the whole name of the business company is not said to be similar. Eg: LilianMaju Services not Lilian Jaya Services

Vulgar, insulting or misleading words or names in terms of identity and object:

The desired proposed names given for a business entity should not contain:

  1. Elements of obscenity, insults or profanity by any means.
  2. A trading name is said to be confusing in terms of identity and object if the trade name is not related or in line with nature of the business.

Comply to Certain Prescribed General Principles

(a) Words related to religious or religious elements are not allowed

(b) The usernames for a business entity is allowed in the following circumstances;

  1. Usage of names of renowned figures.
  2. Usage of names associated with historical figures such as IbnuSina, Marco Poloetc
  3. Usage of names that refer directly to the sole business owners.
  4. Usage of the owner’s full name is only allowed in a case when the business name contains titles such as Prince/Princess/King.

(c) Usage of names containing confusing words as an identity such as “Company”, “Corporation”, “Body”, “Club” etc is not permitted.

(d) Usage of names of statutory bodies, government companies or related agencies, including;

  • Abbreviations of institutions Eg:
  • UPM, UUM, USM, UIA, UNIMAS, UMS, UIAM, UPSI, UMT, UMP, UTEM etc.
  • Abbreviations of the Federal or State government agencies and GLCs Eg: SSM, CCM, JKR, JPA, JPM, BNM, KPDNKK, SEDC, PKEN, SIRIM,TNB, PNB, FELDA etc.

(e) The usage of controlled and restricted words is not allowed.

(f) Business Names related to activities by employment agencies or by profession are not allowed:

Eg: Architect, Engineer, Doctor, Pharmacists etc.

(g) Using the symbol “&” or the letter “N” to replace the Word “and”; Eg:

  • The symbol full stop“.”
  • The symbol “- “(hyphen).
  • The symbol “()” brackets.
  • The symbol “ ’ ” ( “apostrophe”)

(h) The use of numbers is allowed for certain aspects.

(i) The use of letters/alphabets is allowed for certain aspects.

Eg: ABCY Construction, ABCY Trading

(j) The use of word “Malaysia” or a state at the beginning of the proposed business name is not permitted unless approved by the Federal / State Government or itself is a body of the Government Party.

Eg: Malaysia Aircraft Trading

(k) When using a combination of names gazette containing words, the business name has to be approved from the Ministry.

Eg: Royal Hotel

(l) Using places or location names as certain aspects of approval to be followed.

(m) Re-using of registered business name that has been expired or is said to be terminated:

  1. Allowed after 12 months from the date of termination.
  2. Allowed if the business has been terminated using Form C.

Rule 15, registration of businesses rules 1957

(1) Except with the appropriate and authorized consent of the Minister of the Malaysian Government, no business shall be registered by a name which,

  • Contains any word suggesting a connection with Royal member or Royal family.
  • Contains any word suggesting a connection with authentic government figures such as “Federal”, “State” or “National”;
  • Contains any word suggesting connection international organization.
  • Contains the word “Chartered” or “Royal Charter”;
  • Contains words such as “Association”, “Union”, “Foundation”, “Trust “and related.
  • Contains any word that is offensive to members of the public.
  • Contains any word that is disrespecting to nature.
  • Contains any word that is offensive to any race or religion.

(2) The Registrar with the consent of the Minister may restrict the usage of any desired proposed business name which in his opinion is undesirable. Such names shall be published in the Gazette by the Registrar.

Read Also : How to register a new company in Malaysia

Government Gazette bill dated 30 January 1997

The direction of the Minister under Sections 22(1) and 341 Companies Act 1965.

Business Tax system of Malaysia


Business tax system of Malaysia
Business tax system Malaysia

The tax system of Malaysian is territorial. Residents and non-residents are taxed on their income originating in Malaysia, while foreign-sourced income is usually not taxed even in the case of local companies, firm or residents.

Tax Rate in Malaysia

Corporate tax standard rate24 percent (a deduction from 1% to 4% is granted for the fiscal years 2017 and 2018 to companies that have seen their taxable income grow by 5% at least compared to the previous year
Corporate tax rate of small and medium-sized organization & residents18 percent on the first MYR 500,000 24 percent above MYR 500,000
Corporate tax for companies originating in the Labuan Territory and carrying out a commercial activity in that territory.3 percent of the audited income

Tax Rate for Foreign Companies

There is no difference between foreign and domestic companies. For the method of tax taxation, there is also no subsidiaries of foreign companies.

Capital Gains Taxation

Malaysia government do not tax the capital gains on the sale of investments other than those relating to buildings and land. RPGT (real property gains tax) is only applied to the selling of land in Malaysia. You need to pay 30% for real estate sales which are made within 3 years of the date of acquisition. For the disposals in the fourth and fifth years after the acquisition, the rate is 15% & 20%. And 5% respectively for sales in the sixth year after acquisition. Company or business organization not following this policy will lose their business license of Malaysia.

Main Allowable Deductions and Tax Credits

Benefits are allowed for cash grants to approved institutions (defined) made during the base period for one year of the valuation. The deduction is limited to 10% of the total income of that company for one year of the valuation.  In the certain sector, the tax incentives are provided in the exchange of exemptions. Which includes hotels, manufacturing, energy conservation, environmental protection and tourism, in the form of tax exemption which is up to 10 years.  Net operating losses can be carried forward for indefinitely (except in case of a significant change in the ownership structure of a dormant company). The transfer of losses is not allowed.

Other Corporate Taxes

Malaysian business license holder needs to contribute must contribute to the countries Social Security Organization (SOCSO). Business employers generally contribute 1.75 percent of salary for each employee who is registered with SOCSO. The employer needs to contribute 11% to 13% of the salary to the Employees’ Provident Fund (EPF). From 2018, employers and employees pay 0.2% of employees’ salary which is capped at 4 000 MYR each month.

Country Comparison for Corporate Taxation

  Malaysia            United States Germany
Total number of payment of Taxes each Year   9.0 10.6 9.0
Time Taken For Administrative Hours 164 175 218.0
Share of Taxes (Total % of Profit)
40  
44 48.9


Conclusion

If a person lives in Malaysia for more than 182 days in a calendar year, he/she is considered as a taxable person. As I mentioned above the total corporation tax in Malaysia is 24% however the general corporation are taxed on their income. Comparatively, Malaysia tax system is more beneficial for the business license holder.

That’s information you need to know for Import in Malaysia


Import in Malaysia
Import in Malaysia

Why you should Import into Malaysia ?

Malaysia is a trade friendly country and the government of Malaysia is committed towards every endeavor that will enrich the trade facilitation. These facilitation includes expediting the movement and also the quick release and clearance of good that plays a vital role in international import trade. In this article, we are going to provide key points that are required to know be a potential importer in Malaysia.

Rules of origin – Import in Malaysia

Before importing product in Malaysia, the potential importer should understand the relation between the country of origin and Malaysia. Some countries got free trade agreement while others do not. For the countries who do not have the free trade agreement with Malaysia then non-preferential rules of origin apply to them. Some Gulf countries have the bilateral agreement with Malaysia and depending on the structure of agreement the rules of origin law applies. For detail information about the framework of agreement on economic, commercial, investment and technical cooperation (FAECITC) about specific country please visit the link http://fta.miti.gov.my

Trade Barriers

After getting the rules of origin, potential importers should understand trade barriers. Usually, the nations those are trading with each other face trade barriers. These barriers are two types and non-tariff barrier. Depending on tariff barrier law for the specific country, basic customs duty imposed on goods which are passing through the international borders. The required amount of customs duty is calculated by the cost, insurance and freight value of the imported goods on basis of an ad valorem basis. The usual Malaysian tariff rate is 5.6% on imported product and this rate varies due to

the type of imports. Many products such as raw material for production, machinery, essential food and crop, food items, pharmaceutical products usually fall under the low tariff category. For more information on this topics please visit http://www.mytradelink.gov.my

Goods and Service Tax (GST)

Goods and Service Tax or GST applies to the products tariff category into the Malaysian market for local consumption. These GST imposed on both locally produced and imported goods. Usually 6% standard rate GST rate applied to the goods in the Malaysian market; however, some goods are exempt from GST. For more information please visit http://www.customs.gov.my.Additionally, there are certain schemes under which GST may be deferred, suspended or avoided. For example, the goods imported into Malaysia under warehouse scheme or under approved traders scheme etc. for more sight on this topic please visit http://gst.customs.gov.my/en

Excise Tax

In addition with GST, excise tax also applies to certain imported goods into Malaysia. These goods include non-essential and harmful to public health and the environment.

Countervailing and anti-dumping duty and safeguard duty

Malaysian government got the legal framework for the protectingthe local economy from potential harm caused by importing subsidized good or goods that are sold below the market price. So the potential importer must understand the framework governed by the countervailing and anti-dumping act1993 and also the countervailing and anti-dumping duties regulation 1994. Additionally, the country got

a safeguard duty policy foram emergency measure when the amount of certain imported product affects the domestic industry with similar goods in Malaysia.

Technical Regulation

There are few products are under technical regulation in Malaysia. These include chemicals and materials, information technology, petroleum and gas, road vehicles, medical devices, palm oil, vegetables and flowers, construction and engineering materials. Note that technical regulation can only be mandatory only if its deemed so by the law and these laws in Malaysia are based on international standards. Malaysian authority named SIRIMBerhad is Malaysia’s WTO – Technical Barriers to Trade (TBT) inquiry is responsible for disseminating information and decision making on standards, technical, regulatory, and certifications. Additionally, another subsidiary organization of SIRIM Berhad known as SIRIM QAS International Sdn. Bhd is responsible for primary certification body accredited by standards Malaysia in national level. Under the certain regulation, some products such as toys, batteries and electronic equipment need to be certified by Malaysian standards before entering the Malaysian market. Standard Malaysia is responsible for the accreditation of certification bodies, laboratories and inspection bodies in Malaysia and they provide certification to different government and private labs who do testing on the different field.

Under standard Malaysia regulation, goods entering the Malaysian market should be labeled in both English and Malay. If the product comes from animal origin then it must be labeled with specific Halal labeling regulation. Additionally, the products those are genetically modified and also the pharmaceutical products have particular labeling requirements.

For importing plants and plant-based product and animal and animal-based product and food into Malaysia, the sanitary and phytosanitary requirement must be fulfilled. For meat, processed meat, poultry, eggs, egg-based products must be supplied by the manufacturer and that have to be inspected and approved by the department of veterinary services which operates under the ministry of agriculture in Malaysia. The importer must show the import permit for importing above products. Note that, the ministry of health is responsible for all food safety in Malaysia and their subsidiary organization known as Malaysian quarantine and inspection services controls the border and inspects for all food items.

Major ports in Malaysia

Major ports in Malaysia
Major ports in Malaysia

There are few ports in Malaysia and these are controlled by the federal government. The list of the ports is shown below.

  • Port Klang. General Cargo Container Handlingwww.pks.gov.my
  • Johor Port. General Cargo Container Handlingwww.johorport.com.my
  • Tanjung. General Cargo Container Handlingwww.ptp.my
  • Kuantan. Port General Cargo Container Handlingwww.kuantanport.com.my
  • Penang Port. General Cargo Container Handlingwww.penangport.com.my
  • Bintulu Port. Liquefied Natural Gas Handlingwww.bpsb.com.my
  • Kemaman. General Cargo Container Handling

In addition to the seaport, Malaysia also has inland container depots or dry ports. These ports play an important role in terms of providing material to the manufacturer in the hinterland to a seaport. These inland ports are developed by both private and public sector and overseen by the Royal Malaysian Customs; same as the seaports where a document can be processed. These inland port offers services such as storage facility for cargo (both she and open), receiving – sorting and delivering cargo,

stuffing and unstuffing cargo between borders, warehouse facility for loading, packing and unpacking cargo and also on dock depot container maintenance and repair services.

Suruhanjaya Syarikat Malaysia Company Registration


Suruhanjaya Syarikat Malaysia Company Registration
Suruhanjaya Syarikat Malaysia Company Registration

Suruhanjaya Syarikat Malaysia, SSM, also commonly known as Companies Commission of Malaysia, is said to the sole statutory body responsible for regulating and monitoring business incorporation and businesses within Malaysia.

It can be stated that all business entities that have already been incorporated or going to incorporate in future or is currently under incorporation procedure must go through under authentic surveillance steps initiated by the SSM.

SSM company registration steps and procedures are one topic that is highly cherished by many business owners and foreign investors from various nations.

The Companies Commission of Malaysia or SSM was introduced at the year of 2001 under the Companies Commission of Malaysia Act 2001.

SSM is allocated under the Ministry of Domestic Trade and Consumer Affairs (KPDNHEP) to initiate incorporation of various business companies, register businesses and maintains appropriate compliance between business company registration and corporate legislation through several enforcement and sorting activities.

The activities or role of SSM just doesn’t limit to what mentioned till now. They also play initiative and major roles regarding SSM company registration laws, company infrastructure, company name approval, licenses and permits, articles approval and many more.

Being the only sole corporate body assigned by the Malaysian Government SSM also play a vital role on acknowledging and providing vivid information required by the public in Malaysia and all around the world regarding company registration and business.

An information center, Companies Commission of Malaysia Training Academy (COMTRAC), was established in April 2007 by SSM to train and educate all sort of corporate bodies appointed in a Business Company which involves the directors, secretaries, management figures, employees, auditors, entrepreneurs, innovators and other company members with SSM’s functions, laws and regulations regarding business strategies stipulated under the Companies Commission of Malaysia Act 2001.

Company registration Malaysia

Whay you Import into Malaysia ?

In today’s date, Malaysia is considered a prime business-oriented country with sorted resources, facilities and profit-making initiatives that they bring in for thousands of business owners and investors from various nations around the world.

To acquire more attention of investors towards Malaysia Business the SSM Company registration was reviewed at the year of 2003.

Simplifying SSM company registration policies to maximum for investors to understand and adapt easily plus reduction of the total cost of SSM company registration are the two main reasons for reviewing the Companies Act 1965 on 2003.

The main vision and mission of Companies Commission of Malaysia (SSM) are to train and educate all sort of company corporate figure-heads i.e. directors, secretaries, management figures, employees, auditors, entrepreneurs, innovators and other company members with SSM company registration policies stipulated under the Companies Commission of Malaysia Act 2001.

From March 2018 these Academy for education and training purposes is named COMTRAC & Knowledge Management Division.

The SSM Company Registration authentic body corporate takes several steps for inspection and enforcement to ensure subsequent compliance maintained between business registration and corporate legislation.

If any of the business companies or their respective owners try to make a cheap run or disobey any of the policies and regulations initiated by the Companies Commission of Malaysia Act 2001, they will be strictly punished – Cancellation of Business License, Ransom Charged and can even be jailed as per level of crime committed.

Being the only authorized body as corporate governance in Malaysia, SSM shows no mercy for Businesses or owners who try to disrupt regulation initiated for SSM Company Registration in Malaysia.

Register a new company in Malaysia


As a potential investor, you should know that you have the options of registering basically three types of company in Malaysia. You can register a company limited by shares, or you can choose a company that is limited by guarantee and lastly a company defined as unlimited by law. Whichever type of company you intend to register, it will be authorized by the Companies Act 2016 in Malaysia.

Register a new company in Malaysia
Register a new company in Malaysia

Your company must contain the basic features as outlined by the Act. First and foremost, the company must have a name. It should be consisted of a single or multiple members. For a company limited by shares, it must have one or multiple number of shares. Lastly, company should feature one or more than one directors to operate lawfully in the country.

In Malaysia, you will find that there are two types of limited liability companies operating effectively. Firstly, you have a company limited by shares and secondly, a company limited by guarantee. The nominal value of the shares a person holds will define his or her personal liability in a company limited by shares. For a company limited by guarantee, the personal liability will not exceed the amount stipulated in the Memorandum and Articles of Association. The provisions of the Companies Act 1965 deal exclusively with the prerequisites for registering a company limited by shares in Malaysia. In a private limited liability company, the general public is not permitted to own the shares of the company.

When you intend to register a company limited by shares in Malaysia, you must remember that the business form must be up to the standards spelled out in the Companies Act 1965. Your company’s trading name must have the words “Sendirian Berhad” since you are applying for a private limited liability company.

The prerequisites of registering a company limited by shares state that: your company is obliged to have a minimum of two shareholders as specified in the Section 14 of the Companies Act. As per Section 122 of the Companies Act, you must appoint a minimum of two directors for your company. It is mandatory on your part to employ a company secretary and that person must be approved by the Companies Commission of Malaysia or SSM. A member of a professional body can also be your company secretary if only the body is approved by the Minister of Domestic Trade Cooperative and Consumerism.

The fundamental requirement for incorporating a private limited liability company under the Companies Act 2016 states that at least a single director and a promoter’s main place of residence must be in Malaysia and should generally live in the country.

The Incorporation process for a Sendirian Berhad (Sdn Bhd) commences with the application for name search. This application will establish whether the proposed name of your company is available or not. When you apply for your Sdn Bhd’s name, remember to refer to the Government Gazette No. 716 published on 30 January 1997. You will also need to go through the Gazette (Amendment) of 11 October 2001 as well as the Guidelines for Naming A Company for your purpose. Lastly, the Guidelines For Application Of A Company name will come in handy when you register your company’s name.

The Form 13A CA must be filled up properly and submitted to the Commission. For every name you choose to apply, you are required to a charge of RM 30 only. Once your proposed company’s name is accepted by the Commission, it will be held in reserve for three months from the date of acceptance.

For the next procedure, you are required to submit the Incorporation Documents at the SSM not later than three months from the date of acceptance of your company’s name by the Commission. In case you fail to do so, you will have to file for a fresh application according to the process mentioned above.

The incorporation information you are required to submit to the SSM must contain the points outlined below:

  1. i) The proposed company name
    ii) The status of a private company
    iii) The proposed type of business
    iv) The address of registered office
    v) The business address
    vi) Complete details of directors(s) and promoter(s)
    vii) Declaration from directors(s) and promoter(s)
    viii) Declaration of compliance from individuals responsible for incorporation
    ix) Additional Documents (if any)

The complete package of Incorporation Documents you have to provide the SSM includes the Memorandum and Article of Association, Form 48A which is a legal proclamation by a director or promoter prior to appointment and Form 6 which is a declaration of compliance signed by the company secretary. There are three additional documents to need to submit, one of which is a original duplicate of Form 13A, a photocopy of the letter given by SSM when your company name was approved and a copy of the identity card of every director of your Sdn Bhd as well as your company secretary’s.

When you apply for the incorporation of your Sdn Bhd, you must pay the registration fees according to the authorized share capital you intend to invest. The complete breakdown of the registration fees is given below:

Authorized share capital (RM) Fees (RM)
Up to 400,000 1,000
400,001 – 500,000 3,000
500,001 – 1 million 5,000
1,000,001 – 5 million 8,000
5,000,001 – 10 million 10,000
10,000,001 – 25 million 20,000
25,000,001 – 50 million 40,000
50,000,001 – 100 million 50,000
100,000,001 and above 70,000

Once you have completed the incorporation process properly and submitted the incorporation documents according to their requirements, the SSM will issue you a Certificate of Incorporation.

Upon the completion of the incorporation process, it is essential for you to open a business bank account and register with the appropriate authorities in Malaysia. It is obligatory for you to file for registration of your employee’s retirement fund, human resource developing and training as well as social security. You will need to set up your company’s Annual General Meeting (AGM) according to the type of company you have incorporated with the SSM. The annual return must be submitted not later than 30 days from the anniversary of the registration date of your company. For the purpose of filing tax returns, you will need to register your company with the Inland Revenue Board when your business is up and running.

In case you have to update your company’s information like a change of address or shares, you will need to follow the procedure stipulated by the SSM. For this purpose, you will be greatly aided by the range of services provided by MyCoID 2016. The updating of information can be carried out at the SSM headquarters in Kuala Lumpur, its state or branch offices around the country.

By definition, the main liability of the members of a company limited by guarantee (CLBG) is restricted by the constitution to the amount members agree to provide for the assets in case the company faces termination. As a public company, a CLBG needs a license from the Ministry of Domestic Trade, Cooperatives and Consumerism to own land or property in Malaysia. You can register a company limited by guarantee with or without the word “Berhad” or “Bhd” according to the Companies Act 2016 (CA 2016).

In order to register a new company in Malaysia that’s limited by guarantee, you need to file an application with a constitution to the office of the Registrar under section 45 of the Companies Act 2016. The purpose of establishing a CLBG is clearly defined by the Act. As a result, the objective of your CLBG will be to promote science, or art, or religion, charity, commerce or industry, pension programs or any activity beneficial for the country in the context of health, education, environment, research, sports or society as a whole. The CLBG can also offer amusement or recreation and for clarification, the objectives mentioned above cannot be accomplished by any other type of company.

You can become a director or founder of a CLBG if you are deemed fit and appropriate by the Registrar and must be considered eligible under the Companies Act 2016. The Registrar holds the exclusive authority to judge whether your experience and aptitude are appropriate for the role you intend to fulfill. The Registrar would take in account your reputation in the society as well as your character. Finally, you will need to pass the security test conducted by the Register as well as the safety filter carried out by the Royal Malaysian Police or other organizations to be a founder or director of a CLBG. The Registrar will approve your application as a director only after it is satisfied that you are fit and suitable for the post and possess the necessary credentials.

The constitution of a company limited by guarantee must contain the points outlined below:

(a) The name of the company

(b) The purpose of the company

(c) The amount members agree to provide for the assets in case the company faces termination

(d) The full names, addresses and professions of the subscribers

(e) A statement that confirms that the subscribers are willing to establish a company to uphold the constitution

The constitution must be presented at the office of the Registrar to complete the process of registration. A CLBG also has the option to accept a model constitution arranged by the Registrar. The Registrar must give its approval before you can change any clause of the constitution.

You may be asked by the Registrar to provide segmental reporting in addition to the financial statements of your CLBG. Under the law, none of the directors or members of a CLBG are allowed to utilize the company’s finances for any illegal or political activities in Malaysia. The basic requirements state that you cannot set up new directors or pay remuneration or fixed allowances to the directors without securing prior approval of the Registrar. You are obliged to make use of the profits for the objectives in setting up the company. You are not permitted to ask for any type of donation from the public and collect money from them. You must act in accordance with the provision stated in the constitution constantly under all circumstances.

If a CLBG intends to remove the word “Berhad” or “Bhd” from its business name, an application must be sent to the Minister to attain a license for this purpose. The word “Berhad” or “Bhd” must be removed if the CLBG wants to have the words “Yayasan” or “Foundation” in its name. It is the Minister’s discretion to enforce any terms and conditions necessary while the application is approved. The license will be cancelled if the CLBG violates the terms and conditions imposed by the Minister.

Business times Malaysia


Business Malaysia
Business Times Malaysia

In today’s date “Malaysia Business” has been considered as a vital topic to look into for many business owners around the world.

Due to the variety of business opportunities and their immense positive outcomes, Malaysia Business has eventually dragged in the interest of many business investors to invest in Malaysia both large and small scale within the country.

The country and its government are trying their best to make their business sectors more lucrative, profitable, reliable and easy to begin for these foreign investors who come up with a vision of doing business in Malaysia.

Malaysia, a country with opportunities and promises for those who can dream. The country is considered to be one of the prime developing countries among all other Asian countries in the globe.

The country has developed itself in every possible sector it can. The economic growth of the country in the past few decades is considered to be highly appreciated and is kept constant for a longer period of time.

Types of business opportunities

The variety of business opportunities plus the high growth of foreign manpower along with their investments in both small and large scale is eventually enhancing the economic scale of the country.

Gas, It, Oil, Construction and few others are said to be the prime sectors for investments in Malaysia Business.

Although there are many other business sectors related to garments, education centers, restaurants, hotels, jewelry, shopping malls, personal business, hardware sectors etc where the foreign investors can invest in to make a good profit.

Restaurants, Food Courts and Hotel business are given high priority when it comes up to Malaysia Business due to a large number of tourists visit the country every year from all over the world.

Well, it is not always easy to start off up a new business for anyone in any foreign location. One should have a clear vision about their business plan, the country in which they intend to do business in and the investment scales must be taken in high consideration.

For business investors all over the world, Malaysia or Malaysia Business is said to be the most perfect choice of all because of three major facts.

They are DEVELOPED INFRASTRUCTURE, REASONABLE COSTING & HUGE MARKET POTENTIALS.

The business investors are always suggested to gain as much as the knowledge they can over the country and it’s different business sectors in which they plan to do business in.

Valid and vivid knowledge about Malaysia and Malaysia Business will surly lead these foreign investors to success, as they come investing a good sum of fortune within the country to live up to their desired dream.

Often wrong steps regarding company registration, business plans, licensing issues, less investigation of the market and customers lead these foreign investors and their family future to a dreadful situation.

This article will outlet few steps and conditions that must be taken in account by the foreign investors with a dream of starting a business in Malaysia.

Registration methods for a foreign firm in Malaysia


Any foreign firm or companies can progress with their business acts in Malaysia by two different steps, they are:

  1. Incorporating to a local firm or business entity with the Companies Commission of Malaysia (SSM).
  2. Registering the foreign firm in Malaysia (SDN BHD malaysia company) with SSM.

As per Companies Act 1965 (CA 65) a foreign firm can be defined as a corporation, association or a company that is incorporated outside Malaysia. They can also be defined as an unincorporated firm or business entity which has the capability to sue or get sued, acquire property of its own in the name by the secretary, directors or other officials who are duly appointed by the company itself and most important the business firm is said to have its principal or head office outside of Malaysia.

Registration methods for a foreign firm in Malaysia
Registration methods for a foreign firm in Malaysia

SOME IMPORTANT FACTS TO BE TAKEN IN CONCERN

A. REGISTRATION PROCEDURES
1. Application of Name Search
The need of regulation of name search is mainly performed to see if the proposed name given by the firm is available to be accepted by certain body of authority in Malaysia. The steps to be taken are given below:
(i) Form 13A of the CA must fully completed with accurate details and submitted (Request for Availability of Name) to SSM.
(ii) A payment of RM30.00 has to be made for each proposed name applied.
* Once SSM approves the name proposed by the foreign firm for registration, it is kept restrained for at least 3 months from the date of approval.
2. Registration Documents and its Lodgment:
Once the proposed name is approved by SSM it is important that all registration documents and legal papers must be handed over to SSM within 3 months from the data of approval. A entire fresh application for a name search should be performed again for failing to provide the asked documents within restricted time.
B. REGISTRATION DOCUMENTS AND OTHER LEGAL PAPERS.
Documents or legal contents that must be submitted to SSM for registration are given below:
(i) Certified or authorized document of the certificate of incorporation or registration of the foreign firm.
(ii) Certified or authorized do of the foreign company’s sanction, law or memorandum and other related issues that defines the association in separate.
(iii) Form 79 (Fully completed and provided with all valid information)
(iv) An authorized appointed memorandum or power of attorney in the name of the person (s) residing in Malaysia, who will be able to accept on behalf of the foreign firm itself any notices, warnings or announcement is issued to the firm itself.
(iv) Form 80 (Statutory Declaration by Agent of Foreign Company).
(v) Other additional documents i.e. the original copy of Form 13A, copy of the letter issued by SSM on the approval of the proposed name by the foreign firm etc.
C. REGISTRATION FEES
Registration fees shall be as per the payment schedule below:

NOMINAL SHARE CAPITAL (RM EQUIVALENT) FEES (RM)
Up to 100,000 1,000
100,001 – 500,000 3,000
500,001 -1 million 5,000
1,000,001 – 5 million 8,000
5,000,001 – 10 million 10,000
10,000,001 – 25 million 20,000
25,000,001 – 50 million 40,000
50,000,001 – 100 million 50,000
100,000,001 and above 70,000

Some important facts to be taken in consideration:

  1. The amount of registration fees (for consoling), the official capital and shares of the foreign firm must be converted to the Malaysian currency (Ringgit Malaysia).
  2. Conditions In certain cases and the foreign business organization does not allocate any share capital, a flat rate of RM 1,000.00 must be paid to SSM.

D. COMPLETETION AND CERTIFICATE OF REGISTRATION
Once all the documents and paper works with valid information is provided to SSM by the foreign company, they will issue an authorized certificate of registration in the proposed name of the foreign firm or the business entity.

Type of business license in Malaysia


Before a business will wrongfully begin in operation, businesses square measure needed to adjust to some type of licensing, that might be a general license, Associate in Nursing industry/sector specific license or activity specific license. Business licenses square measure needed by the legislation and administered by numerous government agencies, statutory bodies and native authorities. Business licenses includes registrations, approvals, licenses and permits. The compliance necessities vary by trade, enterprise and site.

Types of business license in Malaysia
Types of business license in Malaysia

Business licenses may be categorized into three completely different logical teams, namely:

  • General licenses
  • Sector trade Specific licenses
  • Activity Specific licenses

General Licenses

General licenses square measure licenses that square measure needed and shall be applicable once the capitalist has set to start out a business in Malaysia.

List of General licenses, which can be applicable to any business, include:

  • Company Registration
  • Company and staff revenue enhancement Registration
  • Employees Provident Fund
  • Social Security Organization
  • Human Resources Development Fund
  • Business Premise Licenses and construction Licenses
  • Businesses in Malaysia square measure needed to use for business premise licenses and construction licenses from the various State Authorities. the wants for the appliance might vary in line with every government agency.

Sector / Industry-Specific Licenses

Sector/Industry Specific licenses square measure licenses distinctive to a selected trade or sector that square measure such that by the govt. This involves major policies that controlled the event of bound industries or sectors in line with the event policy of the country.

Examples of Sector/Industry Specific licenses are:

  • Licenses associated with the producing Sector
  • A company with a paid capital/shareholder’s fund not surpassing RM2.5 million or work force but seventy-five folks might apply for a confirmation letter that the corporate is exempted from producing license approval. The individual ought to submit a replica of kind ICA ten at the side of a replica of the subsequent documents: – note and Articles of Association

– Certificate of Incorporation (Form 9)

– Registered Address (Form 44) For any data, please visit at MIDA’s website

  • Licenses associated with the Wholesale, Retail Trade
  • The most typical license needed for a distant in hand company is Wholesale, Retail Trade (WRT) License. This WRT license is applicable to any Foreign Participation (foreign equity at 51 and above) within the Malaysia Distributive Trade Services embrace wholesalers, retailers, suppliers, direct sellers, franchise practitioners, WHO channel their merchandise within the domestic market, and commission agents or alternative representatives together with those of international commerce corporations. The WRT license is needed by all the same business sectors before they will apply for an expert working papers. For WRT, the minimum paid up capital demand is RM 1 million, with company fully setup i.e. with business premises supported with valid agreement, abidance, connecter and etc. Can you see official gateway of Ministry of Domestic Trade, Co-operatives and Consumerism (MDTCC) for any details on WRT License
  • Licenses connected with the Telecommunication Sector
  • Licenses connected with the Broadcasting Sector
  • Licenses connected with the Oil Exploration Sector

When someone open a company in Malaysia, Chamber of Commerce want to explore that and develop upstream oil and gas reserves in Malaysia square measure needed to sign a production sharing agreement with Malaysian state company Petronas. For any data, please visit at Petronas web site

  • Licenses associated with the development

All corporations concerned in Building and Construction should acquire a license from the development trade Development Board (CIDB) before incorporating in Malaysia and before enterprise any construction and connected activities within the country. For any data, please visit at CIDB’s website

  • Licenses associated with the Banking Sector

Under the Banking and money establishments Act, 1989, the Malaysian financial organization licenses and regulates businesses like banking, cash broking, discount homes, provision of credit and finance, bourgeois banking, deposit taking and bound alternative money businesses. For any data, please visit at Bank Negara’s website

  • Activity specific licensing

Activity specific licensing square measure licenses that regulate explicit activity and will be applicable to 1 or additional Industries or Sectors. This class of license needs capitalist to adjust to sets of specific tips designed to guard the interest of the subject, employment, safety of staff, surroundings and general public.

Examples of Activity Specific Licenses are:

  • Certificate of Fitness for Certified Machinery
  • Approval for Expatriate Post
  • Approval to install/recite/alter pollution management instrumentation (bag filter and chimney)
  • Building arrange Approval
  • Sales Tax License

The higher than data could be a general guide towards creating the initial steps, call and designing for the meant business by potential investors and business homeowners.

Want to grasp your licenses? Go to our official website for any types of Business Guideline

Foreign companies in Malaysia


foreign companies in Malaysia
foreign companies in Malaysia

“foreign company” underneath the businesses Act 2016 (“CA 2016”) suggests that –

  • a company, corporation, society, association or alternative body incorporated outside Malaysia;
  • an unorganized society, association or alternative body that underneath the law of its place of origin could sue or be sued or hold property within the name of the secretary or alternative workplace of the body or association punctually appointed for that purpose and that doesn’t have its head office or principal place of business in Malaysia.

Every foreign company assuming to continue business in Malaysia shall register itself as a distant company underneath the CA 2016 with the businesses Commission of Malaysia (“SSM” or “the Registrar”). a distant company registered underneath the CA 2016 is usually said as a “branch office”.

See here:  how to open a company in Malaysia

Kensington company Services (Malaysia) Sdn. Bhd. could be a management services company in Malaysia and is in a position to help you with registration and administration of your branch workplace.

RESTRICTED ACTIVITIES

No foreign company is allowed to register to hold out wholesale and retail trade business in Malaysia. All wholesale and retail trade businesses with foreign interests should operate through a regionally incorporated company in Malaysia.

AGENT IN MALAYSIA

A foreign company should associate respect} times appoint an agent in Malaysia UN agency could be a person UN agency one could be a resident in Malaysia who shall –

  • be in command of all such acts, matters and things that area unit needed to be done by the foreign company underneath the CA 2016; and
  • be in person prone to all penalties obligatory on the foreign company for any dispute of the CA 2016 unless the agent satisfies the court hearing the matter that the agent mustn’t be

REGISTERED WORKPLACE

The foreign company should in the least times have a registered workplace among Malaysia. The registered workplace is wherever all communication and notices to the foreign company could also be addressed  and that shall be open and accessible to the general public throughout normal business hours.

CORPORATE revenue enhancement IN Malaysia ON BRANCH workplace

  • A Branch workplace is taken into account and taxed as non-resident company. it’s not eligible for any native tax advantages / incentives.
  • Tax rate of pure gold on profits due to the branch.

ANNUAL OBLIGATIONS OF BRANCH WORKPLACE

  • Annual come

Filed with the Registrar every year not later than thirty (30) days from the day of its registration date.

Audited money statements

Within 2 (2) months of its AGM, lodge with the Registrar a replica of the money statements to it company at the place of its incorporation or origin and a punctually audited statement showing the foreign company assets utilized in and liabilities arising out of its operations in Malaysia.

Accounting records

All accounting and alternative records which is able to sufficiently make a case for the transactions and money position of the foreign company arising out of its operations in Malaysia ought to be unbroken in Malaysia

Annual official document

It is mandatory for the foreign company to file official document with the Malaysian administrative body Board.

Contact with us for registering your Malaysia Business

S & F CONSULTING FIRM LIMITED__________
Email: malaysia@sfconsultingbd.com
Address: A-15-03 Tropicana Avenue, No 12 Persiaran Tropicana, Tropicana Golf & Country Resort PJU3, 47410 Petaling Jaya, Selangor, Malaysia.

CALL US FOR MORE DETAILS
(Land-Line-Call: +60378860995), +601136901890, +6591333515