How do I switch my company secretary to a new firm?
Appoint the new secretary first, because the office cannot be vacant for more than 30 days. The new secretary consents in writing, the board resolves to appoint them, and the company notifies SSM within 14 days. The outgoing secretary resigns by notice and ceases 30 days after the notice is lodged.
Steps
- Choose a qualified new secretary: natural person, Malaysian citizen or PR, licensed or professionally qualified and with a current SSM practising certificate (s.235, s.241).
- Board resolution appointing them and setting terms (s.236(1)).
- Written consent from the new secretary (s.236(3)).
- Notify SSM within 14 days of the appointment (s.58(1)(d)).
- Outgoing secretary resigns by notice to the board and notifies SSM; they cease to be secretary 30 days after the notice is lodged, or per the terms of appointment (s.237).
- Handover: ask for all registers, records and documents (see the handover checklist question).
- Update your records: annual return details, bank mandate, any regulators who list the secretary.
Timing
The office must not be vacant for more than 30 days at any one time (s.240). Line up the new secretary before the old one's resignation takes effect.
Liability. An outgoing secretary remains liable for acts or omissions before leaving (s.237(4)). Deadlines for filings falling in the transition should be agreed in writing.
Check that the outgoing firm's engagement terms about notice and fees do not delay the change.
Legal basis
- Companies Act 2016, s.235
- Companies Act 2016, s.236
- Companies Act 2016, s.237
- Companies Act 2016, s.240
- Companies Act 2016, s.58
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 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.