Does a private company in Malaysia have to hold an AGM?
No. The Companies Act 2016 requires only public companies to hold an annual general meeting, within six months of the financial year end. A private company does not need an AGM, but it must still circulate its financial statements to members within six months and lodge them with SSM.
Under Companies Act 2016, s.340(1), every public company must hold an AGM each calendar year, within six months of its financial year end (s.340(2)(a)). The section does not impose the same duty on private companies. That is a change from the Companies Act 1965, which required AGMs for private companies. Older websites still repeat the old rule.
What private companies still do
- Pass members' decisions as written resolutions or in meetings as the constitution or Act allows.
- Circulate financial statements to members within six months of year end (s.258(1)(a)).
- Lodge the financial statements with SSM within 30 days of circulation (s.259).
- Lodge the annual return within 30 days of the incorporation anniversary (s.68).
If your company is private but your constitution requires an AGM, you must follow your constitution.
Keep signed copies of any written resolutions with the company records. Whether an audit is required is covered in the audit section.
Legal basis
- Companies Act 2016, s.340
- Companies Act 2016, s.258
- Companies Act 2016, s.259
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 does a company secretary do for a Sdn Bhd?A company secretary looks after the company's statutory compliance: keeping statutory registers, lodging forms with SSM on time, preparing notices and minutes of meetings, and advising directors on their Companies Act duties. They do not replace the directors, who remain responsible for the company.
- What is beneficial ownership reporting for Malaysian companies?Since the Companies (Amendment) Act 2024 (in force 1 April 2024), every Malaysian company must identify the natural persons who ultimately own or control it, keep a beneficial owner register and notify SSM of the information and later changes. A beneficial owner can be someone with ultimate effective control, not only a shareholder.
- What statutory registers must a Malaysian company keep?At least a register of members, a register of directors, secretaries and managers, and a register of beneficial owners; companies that issue debentures also need a debenture register. Registers are usually kept at the registered office and must be updated promptly. The Act also expects records of meetings and financial records.
- 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.