Business License Application

Business premise license or business license is a permit issued by government agencies that allow individual or company to run a business within the government's geographical jurisdiction. In a single word, it is a permission given by government that people can start to operate a business legally.

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Having your company incorporated in Malaysia does not mean that you have the right to commence your business right away.

Depending on the nature of your business, you may need to obtain the requisite licenses, consents, permits, registrations and/or authorisations from the relevant governmental, statutory, or regulatory bodies, authorities or agencies before you are permitted to run your business.

Business Premise Licenses

The business premise licenses and signboard licenses can be applied at the state authorities.

The following documents are required to apply for the business premise licenses and signboard licenses, but the documents may be different according to each local state authority:

Company (Sdn Bhd)	- Certificate of incorporation (section 17) - Return of particulars or directors, managers and secretaries (section 58) - Photos of your business premise (front and interior) - Sample of signboard indicating design and colour - Photos showing location of signboard
Limited liability partnership (LLP)	- Certificate of registration - E-SSM business profile - Photos of your business premise (front and interior) - Sample of signboard indicating design and colour - Photos showing location of signboard
Sole proprietorship or partnership	- Certificate of registration of business (form D) - E-SSM business profile - Photos of your business premise (front and interior) - Sample of signboard indicating design and colour - Photos showing location of signboard

Wholesale Retail Trade Licenses

Wholesale Retail Trade (WRT) license is a business license applicable to foreign’s owned (non-resident) company only. A non-resident status company describes the total share ownership of the company with more than 50% owned by foreigners.

The purpose of Whole Retail Trade license in Malaysia is to:

Supervise to regulate foreign participation in the distributive trade sector in Malaysia;
Ensure development is fair in the industry and increase local business development;
Encourage modernisms and increase efficiency in the distribution trade sector;
This license is a requirement before the local authorities issue licenses of business.

There are four types of WRT licenses, that is renewable every 2 years and the category eligible to apply for the following businesses to operate in Malaysia are:

Retail, Trading (Import and Export), Distributive Trades
Restaurant Wholesale Retail Trade WRT License in Malaysia
Franchise Business
Services and Consultancy

We provide end-to-end service to help you apply the right business licenses to get your business started.

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Frequently Asked Questions

Find an answer for the most common asked questions here. If you can't find your answer here, feel free to email us at info@smicorp.my.

SMI Corp is a registered and licensed company secretary in Malaysia that provides company registration with the SSM, company secretarial services and other corporate services to small businesses in Malaysia.

Yes, SMI Corp's company secretaries are licensed and compliant with the requirements set by the SSM. We help businesses to ease the process to register business themselves.

Registration through SMI Corp in just simple 3 steps:

Complete our simple online questionnaire, or call us directly and one of our team members will walk you through the process.
Sit back and relax while one of our filing experts completes the required paperwork quickly and accurately on your behalf.
Your application will be submitted to SSM for approval. We provide you with your completed filings and any other necessary documentation. It's that simple, done within 3 working days.

Generally, it takes 3 - 5 working days to register your Sdn Bhd, subject to approval by the SSM.

No. SMI Corp is automatically be appointed as your company secretary when you choose to register your business with us.

Surely yes. Contact us at info@smicorp.my to switch your company secretarial services to us.

No. According to the regulations set by the SSM, registration of business (enterprise and partnership) and LLP require in-person visit to the SSM counter for all first-time registrations of businesses and LLP.

A company constitution malaysia (previously referred to as Article and Memorandum of Association) is a legal document recognised by the Companies Act 2016 . It generally specifies the rules governing the relationship and activities of the corporate, its shareholders and directors.

Company Constitution Malaysia is not mandatory. At the point of incorporation, shareholders may choose to adopt a constitution either on or after company registration. It is best to adopt when there are more then one (1) shareholders in the Company.

A constitution is a special form of contract as it binds the company, shareholders and directors who initially agreed to adopt a constitution and any future shareholders, unlike shareholders agreement which only binds those who are parties to it.

First of all, a constitution has similar effect as a contract between the company, shareholder, director and company secretary. The provision is to be complied or a decision may be voided. However, it usually does not create enforceable rights between the shareholders, directors and/or company secretary.

Usually the Companies Act 2016 will set out some rules governing the relationship between the company, its shareholders and directors. Company constitution may be adopted to exchange the provisions of the Companies Act 2016 that is applicable. If the Companies Act 2016 is silent on method to for decision making, the company constitution can be used to fill in the gap.

As an example, the Companies Act 2016 states that issuance of new shares requires ordinary resolution, which can be passed through majority vote. Shareholders may use Company Consitution to override this and state that issuance of new share must be decided with unanimous vote.

Business Types	Pros	Cons
Sole Proprietorship / Partnership	Easy and Cheap Registration (<rm100)<></rm100)<> Lower Tax if taxable income is <rm200k<></rm200k<> No monthly maintenance fee	Unlimited personal liability – (Sole Proprietor) Higher Tax if taxable income is >RM200k No equity financing and limited financing options
Private Limited (Sdn Bhd	Limited Liability – Shareholders are only liable up to the paid up capital. Separate Legal Entity which can own assets, property, sue or be sued in its own name. Able to apply for Tax Incentives Fixed Tax Perpetual Succession – Company will remain in existence even if the founder(s) depart from Company Allows Equity Financing and More Financing Options	Monthly Company Secretary Retainer Fee Reporting Requirement and Strict Statutory Compliance Non-Compliance may lead to penalty and imprisonment Fixed Tax is not worthwhile if revenue is <rm200k<></rm200k<>
Limited Liability Partnership (LLP)	Limited Liability – liabilities of LLP borne by its assets. Separate Legal Entity which can own assets, property, sue or be sued in its own name. Flat Tax Rate of 20% on the First RM500k Perpetual Succession – partners departure will not affect the life of LLP.	Requires appointment of Compliance Officer who is responsible for compliance with LLP Act. Reporting and Strict Statutory Compliance Requirement Non-Compliance may lead to penalty and imprisonment No Equity Financing

Yes. New Companies Act 2016 w.e.f 31 January 2017, the process for Company Registration Malaysia can be done online at RM1,060.00 by using only one (1) persons name.

The fee charged by Company Commission Malaysia (CCM Malaysia) involved are as follows:

RM50 – Reservation of Name for 30 days
RM1,010.00 – Incorporate Fees

Name of proposed Company – get ready with 3 names just in case your first and second choices are taken.
Principal Business Activity (e.g. Software Development, Construction & Renovation, or Hotel, Engineering)
Identification Card or Passport of Shareholder/Director – at least of 1 person
Amount of paid up capital
Percentage of shareholding of each shareholders (if there are multiple shareholders).

**Note: CCM Malaysia reserves the right to reject your name reservation submission, which will require you to make another name reservation – each name reservation will cost you RM50.

Yes, a company secretary is still needed for the following reasons:

CCM Malaysia requires that you must appoint a company secretary within 30 days from the date of incorporation and that the position must not be vacant for more then 30 days. Fees will be imposed for late appointment of company secretary.
As soon as your Company is incorporated you will most probably need to open your account, as a result a Company Secretary is required to prepare the resolutions and documents to that effect.
You will need a Company Secretary to lodge you annual returns and other relevant documents to SSM such as Company Constitution, Allotment of New Shares and Appointment of Directors and etc.

Pursuant to Section 139A of Companies Act 1965, it is compulsory for every company to maintain a qualified Company Secretary who is also a member of a professional body prescribed by the Ministry of Domestic Trade, Cooperative and Consumerism.

The Prescribed Bodies are the bodies that have been prescribed by the Minister through notification published in the gazette under section 139A(a), Companies Act 1965. For the time being the prescribed bodies that have been given such prescribed status are as follow:

The Malaysian Institute of Chartered Secretaries and Administrators (MAICSA);
The Malaysian Institute of Accountants (MIA);
The Malaysian Bar;
The Malaysian Institute of Certified Public Accountants (MICPA);
The Sabah Law Association;
The Advocates’ Association of Sarawak; and
The Malaysian Association of Company Secretaries (MACS).

Role and Duties

The Company Secretary (abbreviation Co-Sec) is an Officer of the company and advisor to the Board.

He/She should familiarize himself/herself with the provisions of the Memorandum and Articles of Association of the company.
He/She is expected to be well-versed in the compliance of numerous statutory and regulatory bodies.
He/She must ensure correct procedures are followed and adhere to it in accordance with the Company’s Memorandum and Articles of Association (M&A) and the Companies Act, 1965.
He/she must also be able to advise the Board and to ensure that the interest of the board and members are well-protected at all times.

Compliance with Statutory Requirements and Advisory

The Company Secretary should take time to ensure the company remains compliant with legislation outlined in Companies Act 1965 at all times. Including acting as the official liaison party for your company to communicate, preparation and submission of Statutory Returns with the Suruhanjaya Syarikat Malaysia (SSM).

The company secretary must ensure that any change in the company’s statutory information should be duly completed in the relevant prescribed forms and lodged with the registrar of Companies within the required period of time.
The Company Secretary should advise the board of directors of the relevant dates for holding the company’s annual general meeting.

Preparation of Boards and Members’ Resolutions and attending meetings

The Company Secretary attend to any of your board meetings and giving general advise on matters relating to company secretarial matters as and when required.
The Company Secretary acts as link between shareholders and the company. This means that any important announcements should be officially communicated. The Secretary will also send out notices (circular resolutions) and liaise with shareholders regarding any shareholder meetings and the Annual General Meeting (AGM) or Extraordinary General Meeting (EGM), if the company chooses to hold one.
Filing annual returns – A company secretary are responsible for the completion and timely submission of the company’s annual return and full accounts by the statutory deadline.

Updating the Company’s Statutory Books and maintaining paperwork

Any changes to the structure of the company need to be recorded in the company’s statutory registers, for example, the Register of Directors and Register of Members. The Company Secretary is responsible for the security and accuracy of important company documents, which include the certificate of incorporation, share certificates, meeting minutes, memorandum and article of associations and other important ones.

Secretarial matters of non-routine nature will be chargeable on a per request basis and all out of pockets expenses such as:

Increase of paid-up capital
Change of shareholding
Change of M&A
Change of directors
Opening of additional bank accounts
Change of registered address

Secretarial services doesn’t comprise of filing and corresponding but also the compliance of statutory and legal issues which form the foundation of any company.

Company secretaries perform the function of bridging the gap between the administrative and geographical inadequacies in a formation of the company as every state or a country have their own drafted plethora of rules and regulations.

Corporate secretarial service stands as a supporting structure to the company’s compliance needs regardless of nature of the company as the company secretary is adept in handling all types of company.

After the company is incorporated, the directors are to hold the first board meeting to approve the following:

company registration
appointment of the directors, secretary and other officers including auditors
subscription of shares
registered address
financial year end
adopt the common seal & other matters

The company secretary is usually responsible for establishing and maintaining the company’s records. Monitoring and ensuring compliance with relevant legal requirements, particularly under the Companies Act, is adhered to on a timely basis:

any changes in the director(s) of a company or particulars relating to director(s)
changes to a director’s name or residential address
removal from office in accordance with the Act or constitution
appointments / resignations / deaths
annual return
change of company name
adoption, alteration and revocation of constitution
issue of shares
any other changes that requires updating

You do not need a Company Secretary for a Malaysia Branch Office. However, it is highly recommended to have one as he/she can help you to stay in compliance with statutory regulations.

SMI Corp provides the following services, but not limited to these services, to assist our clients in their business needs:

Incorporation of private limited company
Purchase of Shelf Company
Appointment as Company Secretary
Corporate Secretarial Services and Statutory Compliance
Arrangement of opening bank accounts for foreign directors
Application of Ministry Of Finance (MOF) licence
Provision of Registered Address and Correspondence Address
To introduce Agent for Employment Pass
Deregistration of Company
Members Voluntary Winding Up.
To introduce Secretary for Company Formation in Labuan

Discuss with us on your concern, we will try our best to provide you the best outcome.