Change Corporate Secretary Malaysia
Changing Your Corporate Secretary in Malaysia: A Step-by-Step Guide
Changing your corporate secretary in Malaysia involves a few key steps. Here's a breakdown:
1. Appoint a New Corporate Secretary:
Identify a suitable candidate: Look for someone who meets the requirements set by the Companies Act 2016, such as being a Malaysian citizen or permanent resident, having a good character, and being at least 18 years old.
Obtain consent: Ensure the new corporate secretary agrees to take on the role.
2. Prepare Necessary Documents:
Board resolution: Draft a board resolution authorizing the appointment of the new corporate secretary and the removal of the old one.
Form 49: Complete the relevant form for the change of company secretary, which you can find on the Companies Commission of Malaysia (CCM) website.
3. Submit Documents to CCM:
Online submission: Submit the board resolution and Form 49 to CCM through their online portal.
Physical submission: Alternatively, you can submit the documents in person at a CCM office.
Additional Considerations:
Transition period: Ensure a smooth transition by coordinating with both the outgoing and incoming corporate secretaries.
Timelines: Adhere to any deadlines set by CCM for submitting the required documents.
By following these steps and addressing the additional considerations, you can successfully change your corporate secretary in Malaysia.
Specific Requirements and Documents for Changing a Corporate Secretary in Malaysia
Requirements for the New Corporate Secretary:
Malaysian citizen or permanent resident: The corporate secretary must be a Malaysian citizen or permanent resident.
Good character: The individual must have a good character, meaning they have not been convicted of any serious crimes.
Age: The corporate secretary must be at least 18 years old.
Documents Required:
Board Resolution:
A resolution passed by the company's board of directors authorizing the appointment of the new corporate secretary and the removal of the old one.
The resolution should clearly state the names and positions of the directors who approved it.
Form 49:
This form is available on the Companies Commission of Malaysia (CCM) website.
It must be completed accurately and signed by the company's director or secretary.
The form requires details about the company, the outgoing corporate secretary, and the incoming corporate secretary.
Identity Documents:
Copies of the identity cards or passports of both the outgoing and incoming corporate secretaries.
Declaration of Acceptance:
A declaration from the new corporate secretary stating their acceptance of the appointment.
Additional Considerations:
Timelines: CCM may have specific deadlines for submitting the required documents.
Sample Board Resolution for Appointment and Removal of Corporate Secretary
[Company Name] [Date]
BOARD RESOLUTION
RESOLVED that:
The appointment of [Name of Outgoing Corporate Secretary] as the Company Secretary of [Company Name] be and is hereby terminated with immediate effect.
[Name of Incoming Corporate Secretary] be and is hereby appointed as the Company Secretary of [Company Name], effective from [Date].
The Company Secretary shall be responsible for all matters pertaining to the Company Secretary's office as required by the Companies Act 2016 and any other applicable laws.
The Company Secretary shall be authorized to sign and execute all documents and instruments on behalf of the Company, as may be necessary or appropriate.
PASSED at a meeting of the Board of Directors of [Company Name] held on [Date] at [Time] at [Location].
[Signatures of Directors]
[Names and Positions of Directors]
Fees
There may be fees associated with submitting the documents to CCM.
How Bestar Can Help with Changing a Corporate Secretary
Bestar can provide invaluable assistance throughout the process of changing a corporate secretary in Malaysia. Here are some ways we can help:
Compliance with Legal Requirements:
Understanding local laws: We can ensure that you adhere to all relevant laws and regulations, including the Companies Act 2016.
Correct documentation: We can help you prepare the necessary documents, such as the board resolution and Form 49, to ensure they are accurate and complete.
Negotiation and Contractual Matters:
Termination agreements: If you need to terminate the contract of the outgoing corporate secretary, Bestar can help draft a fair and legally sound agreement.
New contracts: We can assist in negotiating and drafting a contract with the incoming corporate secretary, outlining their duties, responsibilities, and compensation.
Advice on Corporate Governance:
Best practices: Bestar can advise on best practices for corporate governance, including the role and responsibilities of the corporate secretary.
Internal policies: We can help you review and update your company's internal policies and procedures to reflect the change in corporate secretary.
Timely and Efficient Process:
Streamlining procedures: Bestar can help streamline the process of changing the corporate secretary, ensuring that all necessary steps are completed efficiently and within the required timelines.
Avoiding delays: We can help you avoid potential delays or complications that may arise during the process.
By engaging Bestar, you can benefit from our expertise and ensure that the change in corporate secretary is handled smoothly and legally compliant.
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