Our Services
Corporate & Secretarial
Complete Entity Incorporation & SSM Statutory Compliance
Navigating the Malaysian corporate ecosystem under the Companies Act 2016 requires more than basic administrative filing—it demands an institutional-grade governance framework built to protect executive control, safeguard foreign equity, and eliminate statutory penalties.
Rogerson delivers end-to-end company secretarial and incorporation services, providing multinational corporations, regional founders, and institutional investors with a zero-liability compliance foundation.
From tailored capital structuring and compliant local residency bridges to proactive Division 8A Beneficial Ownership registers and seamless SSM lodgments, we ensure your enterprise remains permanently audit-ready and legally secure.
- Turnkey Market Admission : Complete Sdn Bhd formation, custom constitutional drafting, and immediate corporate bank onboarding support.
- Licensed Statutory Governance : Named Company Secretary appointment fulfilling Section 235 CA 2016 mandates.
- Fully Indemnified Residency Bridge : Qualified Section 196 Resident Director solutions with zero bank signatory access and total power-of-attorney protection.
- Zero-Penalty Shield : Automated compliance tracking across SSM, LHDN, and ESD deadlines to prevent late-filing compounds and statutory surcharges.
Company Secretarial & Statutory Governance Scope
Corporate governance under the Companies Act 2016 requires continuous statutory precision, proactive risk management, and rigorous legal record-keeping. Whether establishing a new venture or maintaining an operational enterprise, our secretarial and governance practice acts as your institutional anchor—ensuring complete SSM alignment, protecting executive decision-makers, and maintaining defensible regulatory standing across every phase of your business lifecycle.
Incorporate Your Malaysian Company With Confidence
Establishing a Malaysian company involves more than registering a name. Through our end-to-end company secretarial and incorporation services, the appropriate corporate structure, ownership arrangement, directors, business activities, licensing requirements, tax registrations, and banking arrangements are structured correctly from the outset.
We provide comprehensive support for both local and foreign investors. Under the Companies Act 2016, a private company may generally be incorporated with at least one promoter and one director who ordinarily resides in Malaysia.
Our Incorporation Services
- Company name search and reservation
- Beneficial ownership information
- Company incorporation with SSM
- Initial statutory registers
- Preparation of incorporation documentation
- Bank account opening assistance
- Constitution preparation, where required
- Tax registration
- Appointment of directors
- Employer registrations
- Shareholding structure
- Business licence applications
- Registered office
- Post-incorporation compliance
- Company secretary
Foreign Investors
We assist foreign investors in assessing the appropriate Malaysian entry structure, including:
- Malaysian subsidiary
- Branch office
- Representative office
- Joint venture structure
- Local shareholder arrangements
- Foreign ownership considerations
- Sector-specific licensing
- Immigration and employment requirements
We also advise clients on matters that may need to be addressed before incorporation, including foreign participation restrictions and licensing requirements.
Relevant legislation and regulatory framework may include:
- Companies Act 2016
- Companies Regulations 2017
- Applicable SSM guidelines
- Income Tax Act 1967
- Sales Tax Act 2018
- Service Tax Act 2018
- Employment Act 1955
- Immigration legislation and policies
- Sector-specific laws and licensing requirements
Corporate Secretarial Services
Good corporate governance starts with accurate and timely statutory compliance.
Our company secretarial team provides ongoing support to ensure that your company maintains its statutory records, fulfils filing obligations and complies with applicable requirements under the Companies Act 2016.
The Companies Act 2016 requires a company secretary to meet prescribed qualification requirements, and section 241 requires qualified secretaries to register with SSM and obtain a practising certificate before acting as a company secretary.
Our Services Include
- Appointment and resignation of directors
- Appointment and resignation of company secretary
- Changes in shareholding
- Share allotments and transfers
- Changes in registered office
- Changes in business activities
- Changes in company particulars
- Preparation of directors' and shareholders' resolutions
- General meetings
- Annual general meetings, where applicable
- Annual returns
- Statutory registers
- Beneficial ownership reporting
- Charges and related filings
- Corporate restructuring
- Company name changes
- Company constitution
- Strike-off applications
- Restoration and reinstatement matters
- Corporate searches and due diligence support
Corporate Governance
We go beyond filing deadlines.
We help directors and shareholders understand their statutory responsibilities and ensure that important corporate actions are properly documented.
Our approach combines statutory compliance with practical corporate governance.
Resident Director & Nominee Director Services
Certain Malaysian companies require a director who ordinarily resides in Malaysia.
For foreign investors who do not have an appropriate local director, we can provide professional resident director services, subject to our onboarding, due diligence and risk assessment procedures.
Our Services Include
- Resident director
- Nominee director
- Local corporate representative
- Board documentation
- Corporate governance support
- Statutory compliance coordination
A Professional, Independent Approach
A nominee director is not merely a name on the company’s registration documents.
Directors have statutory and fiduciary responsibilities to the company.
Under Malaysian company law, a director must act in good faith and in the best interests of the company. A nominee director’s duty to the company takes priority where there is a conflict with the interests of the nominator.
Accordingly, our nominee director service is provided on a professional basis and subject to appropriate corporate governance, KYC, AML and risk-management procedures.
Stay Compliant. Stay Ready.
Regulatory compliance is not simply an annual filing exercise.
Companies must continuously maintain accurate corporate records, update statutory information and comply with evolving requirements.
Our compliance services include
- Corporate compliance reviews
- Statutory registers
- Annual return compliance
- Beneficial ownership compliance
- Directors' resolutions
- Shareholder resolutions
- Corporate records review
- Company health checks
- Regulatory filing monitoring
- Governance reviews
- Compliance calendar management
SSM maintains specific guidelines covering beneficial ownership reporting and other aspects of corporate compliance under the Companies Act 2016.
Frequently Asked Questions
How do we transfer our Company Secretarial retainer to Rogerson without operational disruption?
Transitioning your corporate secretarial retainer is executed seamlessly by our team with zero operational downtime. We handle the entire transfer protocol—drafting the required Directors’ Resolutions under Section 236 CA 2016, coordinating directly with your outgoing secretary to retrieve physical and digital statutory registers, performing a complete compliance health audit upon takeover, and filing the formal notice of change with SSM.
What are our statutory obligations regarding Ultimate Beneficial Ownership reporting under Division 8A CA 2016?
Under Division 8A of the Companies Act 2016, all companies incorporated in Malaysia must identify, verify, and maintain accurate records of their Ultimate Beneficial Owners (UBOs)—defined as individuals who hold at least 20% equity interest or exercise ultimate effective control over the company. Any alterations to beneficial ownership must be logged in your internal BO register and submitted to SSM within 14 days. Rogerson proactively manages your UBO register to ensure full statutory compliance.
How do foreign investors protect operational control and financial assets when utilizing a Nominee Resident Director?
We execute a comprehensive legal framework consisting of a Nominee Director Agreement, Power of Attorney, and undated letter of resignation prior to appointment. The resident director serves strictly in a non-executive capacity to fulfill Section 196 CA 2016 residency requirements, holding zero bank account signatory rights, zero operational power, and zero equity ownership—leaving 100% control with your foreign parent company or appointed board officers.
Secure Your Corporate Governance Framework Today
Connect directly with our licensed company secretaries and legal advisory team to discuss your entity setup, transition an existing secretarial retainer, or perform a statutory compliance review.