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Learn more about Company Secretary in Malaysia

At each stage of a company’s life, needs change and these changes require adaptation. The Corporate Secretary is responsible for ensuring that the corporation complies with relevant laws and regulations. The Company Secretary also advises the directors of their legal responsibilities to the corporation and is the corporation’s compliance officer. The Board of Directors and the President rely on the Company Secretary to advise them on their legal obligations, corporate governance requirements, compliance with listing rules and the conduct of and the conduct of legally required meetings in a timely and appropriate manner.

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What is a Company Secretary?

A corporate secretary ensures that all regulations are followed inside the organization. These experts adhere to the duties outlined in the Companies Act. Responsibilities include updating firm information, maintaining proper financial records, and passing financial obligation solutions.

A company secretary can also impact how a firm’s board of directors functions. This includes counseling the board on ethical and corporate behavior norms, as well as educating the board on the ramifications of their business actions.

What are the duties of a Company Secretary?

Step 1. Compliance with statutory requirements and advisory

The Corporate Secretary must ensure that all the operations of a company are within the ambit of the Companies Act 1965. The Corporate Secretary should update the SSM with any change in the statutory information of the company.

Step 2. Attend meetings and prepare resolutions of both the board and members

The Corporate secretary is required to send notices and circulars and stay in contact with shareholders when taking care of the company’s matters. One of the most essential company secretarial services is the filing of annual returns. This task needs to be completed within a given deadline.
The following are some of the most important functions of a corporate secretary in relation to board meetings:

➤ Booking a meeting space and completing other arrangements
➤ In charge of coordinating agenda papers with the managing director or chairman
➤ Take minutes of the meeting and record them in minute books
➤ Inform the corporate leaders clearly about the board meeting choices
➤ To ensure that the meeting is conducted in line with a predetermined procedure

Step 3. Keep the company's statutory books and records up to date

If a company’s structure changes, the secretary is responsible for revising the company’s statutory registers. The secretary, for example, is required to keep the Register of Members and the Register of Directors up to date.

Step 4. Maintaining constant contact with shareholders

The corporate secretary must keep in constant contact with the director/s. The secretary also sends out alerts and papers related to the running of a corporation.
The company secretary acts as a liaison between the corporation and the shareholder(s). As a result, all important notifications should be transmitted to executives through the secretary.

How to change company Name?

To update the name of your company in Malaysia, you must go through the following procedures:

➤ File the new name with the Companies Commission of Malaysia, also locally know as Suruhanjaya Syarikat Malaysia, SSM
➤ Once the name has been accepted, the secretary will draft all director resolutions and EGM papers
➤ To authorize the name change, all directors and shareholders must sign the documentation
➤ Submit the Form 11 to SSM
➤ SSM will issue Form 13 to legally certify the company's name change

How to change company Address?

To modify your company’s address in Malaysia, you must follow the steps below:

➤ Changes in company addresses must be recorded within thirty days of the date of the changes.
➤ Only registered businesses that have not expired are eligible to change their address.
➤ Changes in business nature must be recorded in accordance with the business name.
➤ Address Changes in the nature of business that are not likely to be exploited for illegal purposes or any purpose that is detrimental to or incompatible with the Federation's security, Public Order, or morals.
➤ The application result can be acquired within one hour of payment being submitted.

How to change company Director?

1. By Resignation

A director may resign from the post of director by providing written notice to the board of directors. Following receipt of the notification, the board must notify the company secretary in order to formulate a board resolution.
If the resignation is approved by the board, the company secretary will send the following documents to the SSM:

➤ Date of termination of directorship
➤ Complete name
➤ Number on identification card

2. By Removal

A resolution to remove a director under this section or to nominate someone else instead of the director must be given special notice at the same meeting. If a director of a public company was chosen to serve the interests of a certain class of shareholders or debenture holders, the resolution to remove the director shall not take effect until the director’s successor has been appointed.

For the purposes of determining the time at which he or any other director is to retire, a person appointed as a director in the place of a person removed under this section is treated as if he had become a director on the day on which the person in whose place he is appointed was last appointed a director. Directors have the right to be heard when they are being dismissed under Section 207. The director has the option of making an oral or written submission regarding the resolution to dismiss him/her.

Why outsource my Company Secretary?

1. Accuracy

Running a business is a difficult endeavor in which the precision and correctness of the entire process are critical. Companies can benefit from correct and timely management of vital business tasks by outsourcing secretarial services.

As a consequence, any potential legal difficulties are avoided because all legal procedures are completed on time. Similarly, you won’t have to worry about handling the filing of financial or taxes reports because expert accounting services in Malaysia can simply do it.

2. Expertise

It is apparent that every firm may now hire talented individuals with administrative expertise. However, outsourcing secretarial services is quite possible because you will be dealing with a competent, proficient, and experienced company secretary.
When you outsource secretarial services to a reliable and efficient company, you are free to focus on other elements of your business. As a consequence, you may maximize the business’s efficiency and productivity.

3. Cost-effectiveness

Many business owners assume that outsourced corporate secretarial services are costly. This, however, is not the case. It is a very cost-effective method that may even help you save money that you can use towards other aspects of your organization.
Rather than spending money on the hiring process or on-site training, you may receive a skilled and experienced business secretary by outsourcing secretarial services. Along with the process’s cost-effectiveness, you should consider the higher quality secretarial services you would receive by outsourcing them. An outsourced team of corporate secretaries will be knowledgeable with all of the regulations and effective rules that must be applied in order for your firm to run smoothly.

How do I change my Corporate Secretary in Malaysia?

Through a board resolution or meeting, the board of directors has the right to dismiss and appoint a secretary. However, when dismissing a company secretary, the board must fulfill the applicable legal terms and circumstances.

Typically, the procedure entails the board requesting the resignation of the company secretary. Following the resignation of the current secretary, the board must choose a new corporate secretary Malaysia within 30 days.

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