Comparison between the business entities in Malaysia
When it comes to choosing a legal entity for their business, almost all small business owners choose either a limited liability company or a private limited. Find out which entity type is the right one for your business
BUSINESSBUSINESSCOMPANYLIMITED LIABILITY PARTNERSHIPS (LLP)
PartnershipSole Proprietorship
Capital ContributionPartnersOwn contributionCapitalPartners
OwnershipOwned by two (2) or more persons but not exceeding 20 personsWholly owned by a single individualPrivate Company At least one (1) director who ordinarily resides in Malaysia by having a principal address of residence in Malaysia and one (1) shareholder. Public Company At least two (2) directors who ordinarily reside in Malaysia by having a principal address of residence in Malaysia and a minimum of one (1) shareholder.- At least two (2) persons (wholly or partly, individual or corporate body)
- Unlimited for the number of partners
Legal StatusNot a separate legal entityNot a separate legal entitySeparate legal entitySeparate legal entity
Liability Party (responsible for debt)PartnersPartnersCompany (liability is limited to the number of shares invested or guaranteed)LLP
Management ResponsibilitiesPartnersPartnersBoard of DirectorsPartners
Personal LiabilityUnlimited liabilities (jointly and severally liable with partnership) which may include partner's personal assetsLiability to the owner is not limited to invested capital. It also includes the personal assets of a single ownerPrivate Company Limited By Shares (Sdn. Bhd., Public Company Limited By Shares (Berhad) & Company Limited by Guarantee No liability against directors or shareholders. The liability of members is limited to the amount of capital invested in the company
Liabilities incurred by directors or shareholders to the extent of the non-paid capital
Conventional Partnership to LLPThe liability incurred is limited to an agreed agreement
There is no liability to the partners except for wrongdoing or omission or without authority
Private Limited Company to LLPThe partner’s liability is jointly and severally with LLP to the extent of the non-paid partner’s capital
RiskRisk contribution to partnersFull risk on the business ownerInvestment risk does not involve personal assetsRisk contribution to partners
Advantages and disadvantagesAdvantages: Easy to set up
Easy to get capital

Disadvantages: Unlimited liability
Advantages: Easy to set up


Disadvantages: Limited capital
Unlimited liability
Advantages: Company shares may be traded with the approval of other shareholders
Higher capital
Long lifespan (owner and companies are separate entities)
Shareholders are protected by law

Disadvantages: Longer procedure of incorporation
The cost of incorporation is quite high
Advantages: Limited liability
Partners' asset is protected

Disadvantages: An LLP must have at least two (2) members. If one (1) member chooses to leave the partnership, the LLP may have to be dissolved.
TaxationIncome taxIncome taxCorporate tax
Income tax on individual shareholders
Corporate tax
Income tax on individual shareholders
Business Termination / Dissolution of CompanyEasy to terminate and shorter procedure (no fees required)Easy to terminate and shorter procedure (no fees required)Takes a long time and procedure to dissolve the companyTakes a long time and procedure to dissolve the LLP
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