Forming companies.
Structuring futures.

Each structure carries different implications for personal liability, tax treatment, and ongoing compliance. A Sdn Bhd provides limited liability for shareholders but requires annual filings with SSM and an audit once turnover exceeds certain thresholds. An LLP offers limited liability without the full compliance burden of a company, though it has its own registration and reporting requirements. A sole proprietorship is the simplest to establish but offers no liability separation. We walk through the practical implications of each before you commit to any particular form.

Under the Companies Act 2016, the SSM online system allows incorporation within one to three working days once all documentation is in order. The preparation work — name search, constitution drafting, director consents, beneficial ownership declarations — typically takes three to five working days on our side, depending on the complexity of the proposed structure. We will give you a realistic timeline at the outset based on your specific requirements.

Yes, though the rules vary significantly by sector and activity. Certain industries operate under foreign equity restrictions administered by MIDA and relevant line ministries, while others are fully open to foreign ownership. We review the applicable sector restrictions before advising on structure, and we also cover the disclosure obligations under the beneficial ownership framework that applies to all Malaysian companies.

A company constitution deals with the relationship between the company and its shareholders in a general sense. A shareholders' agreement governs the relationship among shareholders themselves — matters like what happens when a founder wants to leave, how new investors can come in, who has the right to block certain decisions, and how disputes are resolved. These are not covered adequately by the standard constitution alone, and they tend to matter most precisely when relationships are under strain.

Engagements vary considerably depending on what a group is trying to achieve. We typically begin with a current-state mapping exercise to understand the existing ownership and operational structure, then work with you and your accountants to design a target structure that meets your objectives while remaining compliant with SSM requirements, Bank Negara exchange control guidelines, and any relevant tax treaty provisions. We then handle the legal documentation — sale and purchase agreements, directors' resolutions, statutory filings — and coordinate with other advisers throughout.

Yes. A significant part of our work involves founders forming their first company and negotiating their first shareholders' agreement. We are aware that early-stage teams are managing many competing demands on their time and attention, and we structure our engagements to be straightforward and well-explained rather than adding unnecessary complexity.