Guide to Changing Company Secretary in Malaysia for Sdn Bhd

For every Sdn Bhd in Malaysia, appointing a licensed company secretary is a legal requirement under the Companies Act 2016. The company secretary plays a crucial role in ensuring that your business complies with statutory obligations, maintains proper company records, and files required documents with the Companies Commission of Malaysia (SSM).

However, many businesses eventually decide to change company secretary in Malaysia due to service quality, communication issues, compliance concerns, or the need for a more professional corporate advisory partner.

In this guide, we explain how to change company secretary for a Sdn Bhd in Malaysia, including the legal requirements, process, and documents involved.

Why Businesses Change Their Company Secretary

Many company directors choose to replace their company secretary for several practical reasons.

Common reasons include:

1. Slow or Unresponsive Service
   Some businesses experience delays in communication or lack of proactive compliance reminders.
2. Compliance Risks
   Late filing of Annual Returns, resolutions, or statutory documents can expose a company to penalties from SSM.
3. Poor Advisory Support
   A professional company secretary should provide guidance on corporate governance, share restructuring, and compliance matters.
4. Business Expansion Needs
   As companies grow, they may require more advanced corporate secretarial services or advisory support.
5. Cost Efficiency
   Some companies change providers to obtain better value and more comprehensive service packages.

Is It Legal to Change Company Secretary in Malaysia?

Yes. Under the Companies Act 2016, a company may change its company secretary at any time, provided that:

• The existing company secretary resigns or is removed
  
  
• A new licensed company secretary registered with SSM is appointed
  
  
• The appointment is properly lodged with SSM
  
  

Every Sdn Bhd must always have at least one qualified company secretary whose principal place of residence is in Malaysia.

Requirements to Change Company Secretary Malaysia

Before proceeding with the change, several requirements must be fulfilled.

1. Board of Directors Approval

The company’s directors must agree to the appointment of a new company secretary through a board resolution.

2. Resignation of Current Secretary

The existing company secretary must submit a formal resignation notice.

3. Appointment of a Licensed Secretary

The new company secretary must:

• Hold a valid SSM licence
  
  
• Be a member of a recognised professional body (e.g., MAICSA, MIA, Malaysian Bar)
  
  

4. Filing with SSM

The new appointment must be lodged with SSM through the MyCoID / MBRS system.

Step-by-Step Process to Change Company Secretary in Malaysia

Changing your company secretary is a relatively straightforward process when handled by a professional firm.

Step 1: Confirm Decision with Directors

The directors of the company must first agree to replace the current secretary.

Step 2: Resignation of Current Company Secretary

The existing company secretary will issue a formal resignation letter.

In many cases, the new secretary will coordinate this process with the outgoing secretary to ensure a smooth transition.

Step 3: Appointment of New Company Secretary

The board of directors will pass a Board Resolution to appoint the new company secretary.

The new secretary must also provide a Consent to Act.

Step 4: Lodgement with SSM

The new secretary will lodge the appointment through the SSM system.

Once submitted, the appointment will be officially recorded under the company’s SSM profile.

Step 5: Transfer of Statutory Records

The previous company secretary will transfer:

• Statutory registers
  
• Company records
  
• Corporate documents
  
• Filing history
  
  

This ensures continuity of compliance for the company.

Documents Required to Change Company Secretary

Typically, the following documents are required:

• Directors’ identification (NRIC or passport)
  
• Company registration details
  
• Resignation letter from existing secretary
  
• Consent to act from the new secretary
  
• Board resolution for appointment
  
  

A professional corporate secretarial firm will usually handle the preparation of these documents.

How Long Does It Take?

The process of changing a company secretary usually takes:

3 – 7 working days

This depends on:

• Response from the existing secretary
  
  
• Completion of required documents
  
  
• SSM processing time
  
  

Cost of Changing Company Secretary in Malaysia

The fees for changing company secretary vary depending on the service provider.

Typical market rates:

Some professional firms may waive transition fees if the company signs up for an annual secretarial package.

When Should You Consider Changing Your Company Secretary?

If you notice the following issues, it may be time to switch to a more reliable corporate secretary.

Signs include:

• Missed compliance deadlines
  
• Lack of regulatory updates
  
• Poor response time
  
• Limited corporate advisory support
  
• Errors in statutory filings
  
  

Choosing a professional corporate secretarial firm can significantly reduce compliance risks and improve corporate governance.

Why Professional Company Secretary Services Matter

A reliable company secretary in Malaysia does more than just file documents.

They ensure:

✔ Compliance with the Companies Act 2016
✔ Proper maintenance of statutory registers
✔ Timely filing with SSM
✔ Corporate governance advisory
✔ Support for share restructuring and corporate changes

For growing SMEs and startups, having a trusted corporate secretary helps ensure your company remains fully compliant and professionally managed.

Need to Change Your Company Secretary in Malaysia?

If your company is looking to replace or appoint a new company secretary, our team at iComSec provides reliable and professional company secretary services in Malaysia for Sdn Bhd companies.

We assist with:

• Company secretary replacement
  
• SSM compliance and statutory filings
  
• Corporate restructuring and advisory
  
• Ongoing secretarial support for SMEs and startups
  
  

📞 Contact iComSec today to get professional guidance and switch your company secretary seamlessly.