Malaysia Company Formation

Unlike other business entities, an LLP is governed by the Limited Liability Partnerships Act 2012. It is a combination of an Sdn Bhd company and a partnership with some differences, such as there must be at least 2 partners, with no maximum number of partners.

An LLP in Malaysia is a separate legal entity that can acquire assets on its own behalf and offers protection for partners’ personal assets from business debts and liabilities. The partners of the partnership share the obligations to the business and pay taxes through personal income tax. This is a common business structure for professionals such as lawyers, company secretaries, doctors, etc.

A limited liability partnership requires an agreement between the partners on how the business should be run, the percentage of profits for each partner, and the partners’ roles in the company. An LLP is subject to simplified compliance requirements compared to a private limited company. LLPs are required to maintain accounting records of business transactions and financial position.

The option is suitable even for those who plan to run a small or medium business. This is one of the few forms of doing business in Malaysia that offers the opportunity to create a separate legal entity.

The main distinguishing feature of a private joint stock company is that it is a separate legal entity that has the following options available.

Can conduct commercial activities, enter into contracts, go to court and receive third-party claims.

It is a corporate body independent of its shareholders (which means they are not responsible for its obligations).

May exist even if one of the owners dies or leaves the company.

May be managed by a person who is not a shareholder and have up to 50 shareholders (if this number is exceeded, then the company must be classified as Berhad).

Can be 100% owned by foreigners and foreign companies.

The liability of the shareholders is limited to the share of invested capital.

It is considered a more reliable business structure compared to individual entrepreneurs and partnerships, which makes it easier to obtain bank loans and large contracts.

It is possible to organize various share structures to meet the needs of each shareholder.

It is subject to a favorable tax regime (17% and 24%).

According to the Companies Act 2016, even one person can open Sdn Bhd (previously, at least two shareholders and two directors were required).

This option is suitable for large enterprises and can have more than 50 shareholders. Such a company is public and regulated by the Malaysian Securities Commission.

Liability is limited to the share of ownership.

It is easy to raise funding and capital through the issuance of shares.

Shares can be freely bought and sold.

Opportunity to expand business.

• 100% foreign property;
  3% corporate tax rate, which is the lowest in the world;
• conducting business with residents of the jurisdiction or a Malaysian company at a reduced rate of up to 25%;
• there is an offshore Labuan, protected by the sovereignty of Malaysia;
• legislative exemption from tax payments in the field of insurance, fund management, trust management or investment holding;
• protection against double taxation due to the operation of the Agreement between the resident country and Malaysia;
• obtaining a visa for living up to 2 years with the family.