What must an audit-exempt company still lodge with SSM?
It must lodge unaudited financial statements, the directors' report, statement by directors, statutory declaration and a director-signed exemption certificate, within 30 days of circulating the accounts to members. Accounts must follow approved accounting standards.
Exemption removes the auditor, not the filing. Practice Directive 10/2024 (paragraphs 15 to 19) and SSM's FAQ require:
- Unaudited financial statements prepared under the applicable approved accounting standards (section 244(1)).
- Directors' report and statement by directors (sections 251 and 252).
- Statutory declaration by a director, or the person primarily responsible for financial management.
- Any other report the Registrar normally requires.
- A certificate (Appendix 1 of the directive) signed by a director saying that, to the best of their knowledge, the company is entitled to exemption for the stated financial year under section 267(2).
Timing
- Circulate the accounts to members within six months of year-end (section 258).
- Lodge with SSM within 30 days after circulation (section 259).
The six-month and 30-day rules are the same as for audited companies.
Format. SSM says unaudited statements are lodged in XBRL format through its MBRS 2.0 portal, which embeds the accounting standard taxonomy.
Still required
- Proper accounting records kept for seven years (section 245).
- Accounts approved by the board.
Not covered here: tax filing, which has its own deadlines under LHDN rules.
Legal basis
- Companies Act 2016, ss.244, 251, 252, 258, 259
- SSM Practice Directive 10/2024, paras 15-19
Sources
- SSM Practice Directive 10/2024: Qualifying Criteria for Audit Exemption (copy circulated by MAICSA)
- SSM FAQ Part Q: Audit Exemption (19 March 2025)
- SSM announcement: new audit exemption criteria for private companies
- Companies Act 2016, section 259 - Duty to lodge financial statements with the Registrar (annotated text)
Applies to Financial periods commencing on or after 1 January 2025 (thresholds phased 2025-2027) · Last reviewed 29 October 2026
General information for business owners, not legal, tax or professional advice. Rules change, so check the sources or ask a licensed professional before you act.
Related questions
- How is the auditor reappointed each year in a private company?Members appoint the auditor by ordinary resolution during the 30 days before the lodgement deadline for the previous year's accounts. If no one is appointed, the sitting auditor is usually deemed reappointed, unless members object or the constitution requires actual reappointment.
- How long does a Malaysian statutory audit take?The law sets no audit duration, only the end deadlines: accounts must be circulated within six months of year-end and lodged within 30 days after. How long fieldwork takes depends on company size, record quality and how fast you respond.
- What are the deadlines to circulate and lodge financial statements for a Sdn Bhd?A private company must prepare and circulate its financial statements to members within six months of its financial year-end, then lodge them with SSM within 30 days of circulation. The first accounts may cover up to 18 months from incorporation.
- Does a Sdn Bhd have to hold an annual general meeting (AGM)?Under the Companies Act 2016, the AGM requirement in section 340 is written for public companies. A private company circulates its financial statements to members within six months of year-end and is not required by that section to hold an AGM, unless its constitution says otherwise.
- Does every Sdn Bhd in Malaysia need to be audited?Not every one, but audit is the default. Section 267(1) of the Companies Act 2016 requires a private company to appoint an auditor for each financial year, unless it qualifies for and elects the audit exemption set by SSM's Practice Directive 10/2024.