Steps to Foreign Subsidiary Incorporation
To incorporate a Foreign Subsidiary, these are the general requirements and procedures needed:
- Directors: A minimum of one director (can be a foreigner) is mandatory.
- Shareholders: The shareholder can be an individual or a corporate entity. 100% local or foreign shareholding is allowed. A director and shareholder can be the same or different person.
- Paid-up Capital: Minimum paid-up capital for registration of a Malaysian company is RM1000.
- Registered Address: The address must be a physical local address.(PO Box is not allowed.)
- Company Secretary: Companies Act requires one Company secretary who must be a natural person and an ordinarily resident of Malaysia.
- Unless exempted from audit requirements under the Companies Act, every company must appoint an auditor within three months after its incorporation.
Documents Required For Company Subsidiary Incorporation
For each Malaysia resident individual shareholder and director:
Copy of Malaysia IC; and Copy of passport if the individual is not a citizen of Malaysia
For each non-resident individual shareholder and director:
- Copy of passport
- Copy of residential address proof such as a recent utility bill, residential phone bill, tax bill, or cable TV bill
For each corporate shareholder of the Foreign Corporate Company Certificate and Special Director Resolution to resolve becoming newly incorporated company subsidiary’s shareholder
Please note the following:
- All documents must be in English or officially translated in English;
- All copies of documents must be certified true copies by a notary public or you must bring the originals to our office for sighting;
- If you are overseas, you can email us the scanned copies of documents so we can proceed with preparing the necessary incorporation documents.
- However we must receive the certified true copies (or sight the originals at our office) before we can incorporate the company.
- Our compliance department may ask for additional information if necessary.
After engaging our services, we would perform the followings to incorporate your subsidiary company:
Scope of Services
- Name check and reservation
- Preparation of memorandum & articles of the company and other incorporation documents
- Preparation of registration forms
- Professional & Filing Fees
- E-Certificate of incorporation
- Preparation of compliance corporate kit, including corporate seal, share certificates, register and minutes book
- Minutes of first board meeting
- Resolution to open a bank account
Once your company is incorporated, you have to think to open a corporate bank account with any of the local and international banks in Malaysia. Opening a corporate bank account in Malaysia is a simple and quick procedure. The important thing is that you have to choose the bank which offer corporate accounts features can fulfill the banking needs of your company.
Requirements for Opening a Corporate Bank Account Basically, the followings are the required documents to open a corporate account in Malaysia banks:
- Completed Corporate Account Opening Forms Board of Directors Resolution approving the opening of the account and the signatories to the account
- Certified True Copy of Certificate of Incorporation (must be certified by the company secretary or one of the directors)
- Certified True Copy of Company’s Business Profile from Company Registrar
- Certified True Copy of Company’s Memorandum and Articles of Association (MAA)
- Certified True Copies of Passport (or Singapore IC) and
- Residential Address Proof of Directors, Signatories, and Ultimate Beneficiary Owners.
If you are in Malaysia, just bring the originals and the bank will make a copy. Malaysia banks may ask you to produce additional documents depending on the case. Generally, the majority of the banks require that the account signatories and majority directors be physically present in Malaysia for signatures at the time of opening the company bank account.