Seven different forms of business structures are available in Malaysia, four of which are companies (with the other three being Limited Liability Partnership, Partnership and Sole Proprietorship).

Company Limited by Shares (Sendirian Berhad or Berhad)

– may be a private limited company (Sendirian Berhad or Sdn Bhd) or a public company (Berhad or Bhd)
– personal liability of members is only limited to the amount, if any, unpaid on their shares.

  Sdn Bhd Bhd
Number of Members 1 – 50 1 – No Limit
Shares Availability Subject to Agreement between Existing Shareholders Free to Subscribe
Shares Transferability Subject to Approval by Board of Directors and Constitution Free to Transfer
Financial Information Confidential Publically Available

To protect shareholders from personal liability and to establish a more credible image, SMEs generally prefer to incorporate as a Private Limited Company (Sdn Bhd), or switch their structure to one when the scale and needs of their business outgrow that of a sole-proprietorship or partnership.

Company Limited by Guarantee (with or without Berhad or Bhd)

– typically used for non-profit purposes
– liability limited to amount pledged to undertake if the company is wound up (usually set to a nominal $1 per member)
– required to have a Consitution
– may not hold land (unless a licence is obtained from relevant authorities)
– not permitted to distribute dividend to members

Branch of a Foreign Company

– is an extension of, and 100% owned by the parent company
– must register the same trading name as the parent company
– must only perform business activities similar to the parent company
– must file branch office’s as well as parent company’s audit reports
– must appoint at least one resident agent to set up the Branch
– taxed as non-resident entity, local tax benefits not available
– liabilities extend to parent company

For more information on differences between a Subsidiary Office, Branch and Representative Office, click HERE

Unlimited Company

– members’ liability for the company’s debts is unlimited

Register Company in Malaysia

Besides helping you to register Sdn Bhd, VentureHaven is also a comprehensive business guide that helps you understand Malaysia’s corporate structure and regulations, connect with local people and culture, so as to establish a confident local presence.

Contact Us for a free consultation when you want to register company in Malaysia.