corporate secretary services

? Quick Answer: What does a corporate secretary do and why do you need one?

A corporate secretary is a legally required officer for every Sdn Bhd in Malaysia, responsible for ensuring compliance with the Companies Act 2016, maintaining statutory records, and filing annual returns with SSM. The secretary must be licensed by SSM and appointed within 30 days of incorporation. Failure to appoint a qualified secretary on time can result in fines and the company being struck off by SSM.

  • ✓ Filing annual returns – Submit to SSM within 30 days of AGM (if held) or within 30 days of incorporation anniversary under current rules.
  • ✓ Maintaining statutory registers – Directors, shareholders, charges, and other records.
  • ✓ Preparing board resolutions & minutes – For corporate decisions and changes.
  • ✓ Filing changes with SSM – Director/shareholder changes, address updates, etc.
  • ✓ Advising on compliance – Ensuring the company meets legal requirements.

🇲🇾 Key Facts

Appointment deadline: 30 days of incorporation

Annual return deadline: 30 days from incorporation anniversary

Penalties for late filing: RM300–RM900

Secretary must be licensed by SSM or a member of a prescribed professional body

Audit exemption guide →

Why is a corporate secretary mandatory for every Sdn Bhd?

Under Section 236 of the Companies Act 2016, every private company must appoint at least one company secretary who is a member of a prescribed body (e.g., MIA, MAICSA, LS) or licensed by SSM. The secretary acts as the company's compliance officer, ensuring all statutory filings are made on time and that the company's registers are up‑to‑date. Failure to appoint a qualified secretary within 30 days can result in fines and the company being struck off by SSM.

Source: SSM – Starting a Company

What are the key responsibilities of a corporate secretary?

  • Annual return filing: Prepare and submit annual return to SSM within 30 days of the company’s incorporation anniversary (or within 30 days of AGM if the company still holds AGMs).
  • Statutory registers: Maintain registers of directors, shareholders, charges, and other records as required by the Act.
  • Board & shareholder meetings: Prepare notices, agendas, minutes, and ensure compliance with meeting procedures.
  • Changes in company particulars: File updates for director/shareholder changes, address changes, and share transfers with SSM within 14 days of change.
  • AGM and financial statements: If the company holds AGMs, ensure they are held within 6 months of financial year‑end and that financial statements are circulated to members.
  • Audit exemption certificates: If eligible, assist directors in preparing the required certificate for lodgment under PD 10/2024.

Key filing deadlines business owners should know

Item Current practical rule Why it matters
First company secretary Within 30 days after incorporation The company needs a properly appointed qualified secretary early in its lifecycle.
Annual Return Within 30 days from the company’s incorporation anniversary This is one of the main recurring SSM deadlines for private companies.
Financial Statements & Reports Within 30 days after circulation to members for a private company Private‑company filing is now decoupled from the old AGM‑based wording.
Registered office change Notify SSM within 14 days of change SSM expects the registered office particulars to remain current.

Source: SSM Annual Submission

Who can act as a company secretary in Malaysia?

Based on SSM’s incorporation guidance, the first company secretary must be a natural person, at least 18 years old, ordinarily resident in Malaysia, and qualified through membership in a prescribed professional body or by holding an SSM licence. Prescribed professional bodies include:

  • Malaysian Institute of Accountants (MIA)
  • Malaysian Institute of Chartered Secretaries and Administrators (MAICSA)
  • Malaysian Institute of Certified Public Accountants (MICPA)
  • Association of Chartered Certified Accountants (ACCA) – subject to SSM approval

For business owners: the cheapest option is not always the safest option. A good secretary is valuable not only because they file documents, but because they help keep the company’s legal housekeeping accurate when directors, shareholders, addresses, or share structures change.

Source: SSM – Submitting Incorporation Particulars for a Company

What happens if a company fails to meet secretarial obligations?

Late filing of annual returns attracts escalating penalties: RM300 for the first month, RM600 for the second month, and RM900 for the third month and beyond. Additionally, SSM may compound other breaches (e.g., failure to maintain registers) with fines, and in extreme cases, the company may be struck off the register. Directors can also be personally liable for non‑compliance under the Companies Act 2016.

Practical tip: Keeping a reliable secretary ensures you never miss these deadlines and avoid unnecessary penalties. Many companies also rely on the secretary to track annual return deadlines, which can be easily overlooked.

What JT & CY Advisory helps with

  • ✓ Appointment as your company secretary (licensed and qualified)
  • ✓ Annual return preparation and filing
  • ✓ Maintenance of statutory registers and records
  • ✓ Board resolutions and written shareholder resolutions
  • ✓ Shareholder, director, and address change filings
  • ✓ Routine compliance reminders and filing coordination
  • ✓ Support for audit‑exemption related corporate documentation
  • ✓ Practical guidance for owner‑managed SMEs and foreign‑owned companies
Sim Chong Yen

Sim Chong Yen
FCCA, MIA

Malaysia company secretary + Singapore expansion

Many owner‑managed companies do not stop at Malaysia compliance. Once a business starts expanding cross‑border, the secretarial function often becomes part of a wider corporate‑structure conversation: Malaysia operating company, Singapore entity, nominee director arrangements, company secretary support, tax registrations, and recurring annual obligations.

Through our affiliate Terra Advisory Services (ACRA FA20122913), we can also support clients considering Singapore incorporation, where ACRA requires at least one locally resident director and appointment of a company secretary within six months of incorporation.

Frequently asked questions about corporate secretary

1. When must a Malaysia company appoint its first company secretary?

SSM states the first company secretary must be appointed within 30 days after incorporation.

2. Is a company secretary mandatory for every Sdn Bhd?

Yes, a private company is expected to have a properly appointed company secretary as part of its statutory compliance framework.

3. What qualifications must a company secretary have?

SSM’s incorporation guidance says the secretary must be a natural person, at least 18 years old, ordinarily resident in Malaysia, and either a member of a prescribed professional body or licensed by SSM.

4. What is the current annual return deadline for a private company?

SSM currently states that the annual return for a local company is due within 30 days from the anniversary of its incorporation date.

5. What is the filing deadline for financial statements for a private company?

SSM states that a private company must lodge its financial statements and reports within 30 days from the date they are circulated to members.

6. What does a corporate secretary help with besides annual return filing?

A good secretary also helps with statutory registers, resolutions, officer and shareholder changes, registered‑office updates, and general corporate housekeeping.

7. Does a dormant company still need secretarial support?

In practice, yes. Dormant status does not remove the need to monitor statutory obligations, maintain records, and keep company particulars current.

8. How much does corporate secretarial service cost?

Annual fees typically range from RM1,500 to RM4,000 depending on company complexity and transaction volume. JT & CY Advisory offers competitive packages.

9. Can a foreigner be a company secretary?

Yes, if they meet the qualification requirements and have a principal place of residence in Malaysia (e.g., they are a permanent resident or hold a valid pass).

10. Can the same person be director and company secretary?

Yes, but the secretary cannot be the sole director of the company. At least one director must be separate from the secretary role.

11. What happens if I don't appoint a company secretary?

SSM may impose penalties and, in serious cases, the company can be struck off the register. Directors can also be held personally liable.

12. Does JT & CY Advisory provide company secretary services?

Yes. We offer full corporate secretarial services, including appointment as your licensed secretary, annual return filing, and ongoing compliance support.

Important Notice: This information is for general informational purposes only and should not be relied upon as legal, tax, or professional advice. Corporate secretarial requirements may vary depending on the company’s facts, constitutional documents, regulatory status, and filing history. JT & CY Advisory is an affiliate of Terra Advisory Services (ACRA FA20122913). For advice tailored to your situation, please contact us directly. Last updated: March 2026.