Local SMe company registration

? Quick Answer: How does a local SME register a Sdn Bhd in Malaysia?

A local SME can register a Sdn Bhd in 3–5 working days through SSM. The process requires at least one director ordinarily resident in Malaysia, at least one shareholder, a registered office address, and a licensed company secretary appointed within 30 days of incorporation.

  • Director – at least one director with principal place of residence in Malaysia
  • Shareholder – minimum one; can be same as director
  • Paid‑up capital – RM1 minimum (practical amount often higher)
  • Registered address – a physical address in Malaysia
  • Company secretary – licensed secretary within 30 days of incorporation

🇲🇾 2026 Key Facts

SSM incorporation fee: RM1,000

Name reservation: RM50 (if used)

Typical timeline: 3–5 working days

Annual return: 30 days from incorporation anniversary

Full audit exemption guide →

What are the requirements to register a Sdn Bhd for a local SME?

A Sdn Bhd must have at least one director whose principal place of residence is in Malaysia, at least one shareholder, a registered address in Malaysia, and a licensed company secretary appointed within 30 days of incorporation. The director and shareholder can be the same person. Paid‑up capital can start from RM1, though a realistic amount is recommended for banking and commercial credibility.

Core eligibility

  • At least 1 director ordinarily resident in Malaysia
  • At least 1 shareholder
  • Registered office address in Malaysia
  • Business activity description
  • Company secretary within 30 days

Documents commonly needed

  • MyKAD / NRIC of directors and shareholders
  • Residential address details
  • Proposed company name
  • Nature of business / business codes
  • Registered office and shareholding details

Source: SSM – Starting a Company

How much does it cost and how long does it take?

The official SSM incorporation fee for a company limited by shares is RM1,000. If you reserve the name first, the reservation fee is RM50 for every 30 days or part thereof. In straightforward cases, incorporation is often completed in about 3–5 working days.

Item Official Fee / Timing Notes
Name reservation RM50 Charged per 30 days or part thereof if reservation is used
Incorporation fee RM1,000 For company limited by shares
Typical timeline 3–5 working days Straightforward local SME setups

Source: SSM Table of Fees

What tax rates apply to Malaysian SMEs in 2026?

For the Year of Assessment 2026, qualifying resident companies with paid‑up capital of not more than RM2.5 million and gross business income of not more than RM50 million pay tax at the following rates on chargeable income:

  • 15% on the first RM150,000
  • 17% on RM150,001 to RM600,000
  • 24% on the balance above RM600,000

Companies that do not meet the SME criteria are generally taxed at 24%. Additional incentives may be available for reinvestment, R&D, and export promotion. LHDN Company Tax Rate

Does my SME qualify for audit exemption in 2026?

Under SSM Practice Directive 10/2024, a private company may qualify for audit exemption if it meets any two of the following three criteria for the current and immediate past two financial years, using the threshold applicable to each respective phase:

Phase Financial Year Revenue ≤ Assets ≤ Employees ≤
Phase 12025RM1,000,000RM1,000,00010
Phase 22026RM2,000,000RM2,000,00020
Phase 32027 onwardRM3,000,000RM3,000,00030

If eligible, the company may lodge unaudited financial statements with SSM in XBRL format, accompanied by an Audit Exemption Certificate (Appendix 1 of PD 10/2024). Even when exempt, proper accounting records and compliant financial statements are still required.

Read the full audit exemption guide →

What are the ongoing compliance obligations for a Sdn Bhd?

After incorporation, a Sdn Bhd must maintain proper statutory and accounting records, file annual returns with SSM, and submit tax returns to LHDN. Under the Companies Act 2016, private companies are generally not required to hold an Annual General Meeting unless their constitution requires it.

Key deadlines

  • Company secretary: within 30 days after incorporation
  • Annual return (SSM): within 30 days of the anniversary of incorporation
  • Financial statements (private company): lodge with SSM within 30 days after circulation to members
  • Tax return (LHDN): within 7 months after financial year end (e‑filing)
  • Audit exemption review: assess annually under PD 10/2024

Source: SSM Annual Submission

Why choose JT & CY Advisory for your SME?

  • ✓ Led by Sim Chong Yen, FCCA, MIA – in practice since 2012
  • ✓ Specialists in SME incorporation, secretarial, and audit exemption
  • ✓ Practical advice drawn from operational experience (process improvement background)
  • ✓ Affiliate of Terra Advisory Services (ACRA FA20122913) for clients expanding to Singapore
Sim Chong Yen

Sim Chong Yen
FCCA, MIA

Frequently asked questions for local SMEs

1. What is the minimum capital to start a Sdn Bhd in Malaysia?

The minimum paid‑up capital can be RM1. However, many SMEs start with RM1,000–RM10,000 to facilitate banking and business credibility.

2. Can one person be both director and shareholder?

Yes. A sole director may also be the sole shareholder, provided the director meets the Malaysian residency requirement under the Companies Act.

3. What is the difference between a Sdn Bhd and a sole proprietorship?

A Sdn Bhd is a separate legal entity with limited liability. A sole proprietorship is not separate from the owner, so the owner bears personal liability for business debts.

4. What are the official SSM fees to register a Sdn Bhd?

The official incorporation fee is RM1,000 for a company limited by shares. If you reserve a name first, the name reservation fee is RM50.

5. Do all private companies still need annual audited accounts?

No. Many private companies qualify for audit exemption under SSM Practice Directive 10/2024. If exempt, they lodge unaudited financial statements with the required certificate, but proper records are still mandatory.

6. Do private companies still need to hold an AGM every year?

Generally no. Under the Companies Act 2016, private companies are no longer required to hold an Annual General Meeting unless their constitution requires it.

7. When must annual return be filed with SSM?

The annual return must be lodged within 30 days of the anniversary of the company’s incorporation date. Late filing incurs penalties.

8. When must financial statements be lodged for a private company?

For a private company, financial statements are generally lodged within 30 days after they have been circulated to members.

9. What are the 2026 audit exemption thresholds?

Phase 2 applies for 2026: revenue ≤ RM2,000,000, assets ≤ RM2,000,000, employees ≤ 20 (any two of three).

10. Does JT & CY Advisory provide ongoing secretarial support after incorporation?

Yes. We support clients with incorporation, annual secretarial maintenance, statutory compliance, and audit exemption‑related planning.

11. What are the penalties for late filing of annual return?

SSM imposes escalating penalties: RM300 for the first month late, RM600 for the second month, and RM900 for the third month and beyond. Accumulating penalties can be substantial.

12. How can I get a quotation for incorporation?

Simply contact us with your business activity and any specific requirements. We'll provide a clear fee breakdown.

Important Notice: This information is for general informational purposes only and should not be relied upon as legal, tax, audit, or professional advice. JT & CY Advisory is an affiliate of Terra Advisory Services (ACRA FA20122913). For advice tailored to your specific circumstances, please contact us directly. Last updated: March 2026.