HOW TO INCORPORATE MY OWN COMPANY ?

INCORPORATION OF COMPANIES

1. INTRODUCTION 

The term ‘incorporation’ refers to the act of registering a company. Registration is done at CCM, which is the relevant body supervising registered companies and enforcing CA 2016.

The company within the meaning of the Companies Act 2016 must be a company registered under the Act or any written law previously. Therefore, registration is the ultimate thing under this Act. 

When a company is registered, it said to have been incorporated. However, the meaning of incorporation is not limited to the context of company registration. The term ‘incorporation’ has legal implications with regard to the operations of the company and those who are dealing with the company.

2. PROCEDURAL REQUIREMENTS FOR INCORPORATION

- (sec 14 CA 2016)

A person who desires to form a company shall apply for incorporation to the Registrar. The application shall include a statement containing following particulars:

a.    The name of the company

b.    The status whether public or private

c.    Nature of the business

d.    Address of the registered office

e.    Name, identification, nationality and residence of member

f.     Name, identification, nationality and residence of director

g.    Name, identification, nationality and residence of the secretary

h.    If it is company limited by shares, the detail and class of number of shares taken by member

i.      If it is a company limited by guarantee the amount of the member undertake to contribute.

j.      Any other information request by registrar

Beside that the application should be accompanied by statement by each promoter or director confirming:

a.    His consent to act as promoter or director

b.    He is not disqualified – for example he is an undischarged bankrupt.

A company shall not be formed for any unlawful purpose (s.14(2)). The registrar shall refuse to register the application where he is satisfied that the proposed company is likely to be used for an unlawful purpose or for purposes prejudicial to public order, morality or security of Malaysia. (s.16(2))

S.15 CA 2016

If registrar is satisfied, he shall :

a.    enter the particulars in the register.

b.    assign a registration number

c.    issue a notice of registration

The registrar may issue certificate of incorporation – s.17. This means that it is not compulsory to issue certificate of incorporation. The conclusive evidence in respect of registration is the notice of registration under – s.19