What is the penalty for lodging an annual return late in Malaysia?
Late or missing annual returns are an offence for the company and every officer: a fine of up to RM50,000 on conviction, plus up to RM1,000 for each further day the offence continues. Failing to lodge for three or more consecutive years can also lead SSM to strike the company off.
Companies Act 2016, s.68(9): a company and every officer who contravenes s.68 commits an offence and, on conviction, is liable to a fine not exceeding RM50,000 and, for a continuing offence, a further fine of up to RM1,000 for each day the offence continues after conviction.
Strike-off risk. Under s.68(8), the Registrar may strike a company off the register under s.549 if it fails to lodge an annual return for three or more consecutive years.
SSM fees. SSM's Table of Fees (Companies Regulations 2017) lists RM150 to lodge a private company's annual return and does not list a separate late-lodgement fee. The penalty is the fine on conviction under s.68(9).
What to do if you are late
- Lodge the return as soon as possible; the fine is for conviction, but delay worsens the position.
- Pay any late fee SSM assesses.
- Check other filings (financial statements, changes in directors) are up to date.
- If notices arrive, reply promptly. Ignoring SSM letters is how many companies end up on a strike-off list.
If you are unsure, consult a company secretary or lawyer.
Legal basis
- Companies Act 2016, s.68(8)
- Companies Act 2016, s.68(9)
- Companies Act 2016, s.549
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 are the penalties for late lodgement of documents with SSM?Most lodgement breaches are offences for the company and every officer, with fines up to RM50,000 on conviction and in many cases additional daily fines of RM500 or RM1,000. Beneficial ownership breaches carry up to RM20,000 plus RM500 a day. Persistent default, such as no annual return for three years, can lead to strike-off.
- When must a company appoint its company secretary after incorporation?The first company secretary must be appointed within 30 days of the date of incorporation. After that, the office must not be left vacant for more than 30 days at any one time. The secretary must be qualified, consent in writing and be registered with SSM.
- What is the deadline to lodge beneficial ownership information with SSM?Changes to the beneficial owner register must be lodged with SSM through e-BOS within 14 days of being recorded (s.60B(3) and (4)). SSM gave companies until 30 September 2024 to lodge their first information without the 14-day limit or late charges. That window has closed, and lodging carries no SSM fee.
- What are the penalties for not complying with beneficial ownership rules in Malaysia?Breaching the beneficial owner register rules is an offence for the company and every officer under s.60B(6): a fine of up to RM20,000, plus up to RM500 for each further day the offence continues after conviction. Breaches of the disclosure duties in ss.60C and 60D fall under the Act's general penalty: a fine of up to RM50,000, and for individuals up to three years in prison.
- When is the annual return due for a Sdn Bhd in Malaysia?A company must lodge its annual return with SSM within 30 days from the anniversary of its incorporation date, every calendar year. It does not apply in the calendar year the company is incorporated. The return is signed by a director or secretary.