What does going concern mean in an audit?
Going concern means the company is expected to keep operating for the foreseeable future. Directors assess it when preparing accounts, and the auditor checks that assessment. If doubt exists, it must be disclosed and the auditor reports it in a separate section.
The idea. Accounts are normally prepared assuming the business will continue operating, so assets are valued as being used rather than sold in a hurry. If that assumption is doubtful, the figures and disclosures may need to change.
Who does what
- Directors assess whether the company can continue, and prepare accounts on the right basis. Board approval of the accounts (section 251) includes the directors' statement.
- The auditor evaluates the directors' assessment, looks at cash flows, borrowings, covenants, support from shareholders and post year-end events.
If there is a material uncertainty. Under international auditing standards (ISA 570), if events create significant doubt and the directors disclose it adequately, the auditor gives an unmodified opinion with a separate section titled "Material Uncertainty Related to Going Concern". If disclosure is inadequate, the opinion may be qualified or adverse. If the directors use a going concern basis that is inappropriate, an adverse opinion is likely.
Related statutory statements. The exempt private company certificate (section 260) and the auditor's statement for companies not lodging accounts (section 261) both involve confirming that the company appeared able to meet its liabilities as they fall due.
Warning signs for owners
- recurring losses and negative operating cash flow;
- net current liabilities or loans due soon;
- dependence on a director's or parent's continuing support.
Action. Talk to the auditor early, and get written support letters if relying on shareholder funding.
Legal basis
- Companies Act 2016, ss.251, 260(2)(c), 261(1)(d)
- ISA 570 (Revised)
Sources
- IAASB: Reporting on Audited Financial Statements (ISA 700, 705, 706, 570 revised)
- Companies Act 2016, section 261 - Auditor's statements (annotated text)
- Companies Act 2016, section 260 - Exempt private company certificate (annotated text)
- Companies Act 2016, section 251 - Financial statements to be approved by the Board (annotated text)
Applies to 2026 · 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
- 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.
- What is audit exemption for private companies in Malaysia?Audit exemption lets an eligible private company choose not to appoint an auditor for a financial year. It rests on section 267(2) of the Companies Act 2016 and SSM Practice Directive 10/2024. The company still prepares and lodges unaudited financial statements.
- What are the audit exemption thresholds for a Sdn Bhd in 2026?For financial periods starting 1 January to 31 December 2026 (Phase 2), a private company must meet at least two of three tests: revenue up to RM2,000,000, total assets up to RM2,000,000, and no more than 20 employees. Each test covers the current and past two years.
- How do I check if my Sdn Bhd qualifies for audit exemption?Pass at least two of three tests (revenue, total assets, employees) for the current financial year and the past two, using the limits for the phase your period falls in. Also confirm you are not an excluded company type, such as a subsidiary of a public company.
- Is a dormant company exempt from audit in Malaysia?Yes, if it has been dormant since incorporation or was dormant in both the current and immediately preceding financial year. A company is dormant when it carries on no business and has no accounting transaction, ignoring payments it must legally make.

