What is the minimum paid-up capital for a Sdn Bhd in Malaysia?
The Companies Act 2016 sets no minimum amount; a company needs at least one share. Shares no longer have a par value. Many Sdn Bhds start with RM1 to RM1,000, but regulators, banks and immigration can expect more depending on your activity or foreign ownership.
Companies Act 2016, s.9 requires a company limited by shares to have one or more shares. It sets no minimum amount of capital, and the old "authorised capital" and par value system has gone: shares have no nominal value (s.74).
Where a higher amount may be expected
- Foreign ownership of certain activities: for example, the Expatriate Services Division lists RM1,000,000 paid-up capital for foreign-owned companies running a wholesale, retail and trade licence, while in March 2026 the Domestic Trade Minister said no specific provision under existing laws sets a RM1 million threshold for foreign entities. Verify with the Ministry of Domestic Trade and Cost of Living (KPDN).
- Expatriate posts: immigration and MIDA assess whether your capital fits the number of foreign staff. The Expatriate Services Division lists RM250,000 (100% local), RM350,000 (joint venture with at least 30% foreign equity) and RM500,000 (100% foreign) paid-up capital as registration criteria, with a footnote that they do not apply to incorporated and limited companies. They are immigration criteria, not Companies Act minimums.
- Licensed activities: financial, construction and similar sectors have their own capital rules.
- Banks and clients: a very small capital can look thin when you apply for credit or tenders.
You can issue more shares later, and must lodge a return of allotment within 14 days of each allotment (s.78).
Legal basis
- Companies Act 2016, s.9(c)
- Companies Act 2016, s.74
- Companies Act 2016, s.78
Sources
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
- What business structure should I choose in Malaysia: sole proprietorship, partnership, LLP or Sdn Bhd?Pick based on liability, who owns it and how credible you need to look. A sole proprietorship or partnership is cheapest but the owners are personally liable; an LLP or a Sdn Bhd gives a separate legal entity. A Sdn Bhd is the usual choice once you hire staff, sign larger contracts or bring in investors.
- What is the difference between a sole proprietorship and a Sdn Bhd in Malaysia?A sole proprietorship is not a separate legal person, so you are personally liable for all business debts. A Sdn Bhd is its own legal person and shareholders are generally liable only for unpaid share capital. A Sdn Bhd costs more to set up and carries more yearly filing duties.
- What is an LLP in Malaysia and how is it different from a Sdn Bhd?A limited liability partnership (LLP) is a body corporate registered under the LLP Act 2012. It needs at least two partners (a shortfall is allowed for six months) and a compliance officer who is a Malaysian citizen or permanent resident living in Malaysia. It runs on a partnership agreement, not a board. A Sdn Bhd has directors, shares and heavier governance under the Companies Act 2016.
- How much does it cost to incorporate a Sdn Bhd in Malaysia (SSM fees)?SSM's own fee is RM1,000 to incorporate a company limited by shares, plus RM50 for each 30-day name reservation (unless you use direct incorporation). Your total will also include the company secretary and any professional fees, which are not set by SSM.
- Can one person be the only director and shareholder of a Sdn Bhd?Yes. A company needs at least one member and one director, and one person can be both. A private company must have at least one director who ordinarily lives in Malaysia. You still need a licensed company secretary, and you cannot act as both director and secretary where the law needs both.