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Question

Q&A Regarding Share Capital of Malaysia Company

Answer
Q:
What is the maximum authorised share capital?
A:
Not applicable. The concept of authorised share capital has been abolished.

Q:
What is the par value for each share?
A:
Not applicable. The concept of par value has been abolished.

Q:
What is the permitted currency for share capital?
A:
Malaysian Ringgit.

Q:
What is the ideal share capital?
A: The minimum share capital is RM1.00. It is often considered not ideal for a company as it may not be sufficient for the company to cover its operational and financial needs.

A higher paid-up capital is often associated with financial stability and credibility. Investors, creditors, and business partners may view a company with very low paid-up capital as financially weak or less reliable.

We suggest the company to have a minimum paid up share capital that is sufficient to maintain the company’s operations for at least 6 months. Adequate share capital ensures that the company has a financial cushion to cover its operating expenses, such as salaries, rent, utilities, and other overhead costs, during the initial stages of business operations or in times of financial uncertainty. It is also important to observe the minimum capital requirement if the company intends to apply for any specific license.


Q:
Can a company issue bearer shares?
A: No. The issuance of bearer shares is prohibited.

Q:
Can the share capital be unpaid or partly paid at the time of incorporation?
A:
No, shares must be issued fully paid at the time of incorporation due to limitation in system. A subscriber's shares acquired at incorporation must be fully paid for in cash.

Q:
Can a company issue preference shares at the time of incorporation?
A:
No, preference shares can only be issued after the adoption of Constitution of the company which sets out the terms and rights of the preference shares.

Q:
Can a foreigner be allowed to form a company as sole shareholder/director?
A:
A foreigner can form a company as the sole shareholder. However, if he also wants to be the sole director of the company, he has to fulfil the requirement under Section 196(4) of the Companies Act 2016, in that he must ordinarily reside in Malaysia, by having a principal place of residence in Malaysia.

Q:
Can we incorporate a company by single corporate body?
A:
Yes. The single corporate body can be the sole member of the company.

Q:
Is a share certificate mandatory?
A:
No, unless the company has received an application by a shareholder for a certificate relating to the shareholder’s shares or otherwise provided under the company’s constitution.

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