DOCUMENTS AND FEES REQUIRED TO INCORPORATE A LABUAN OFFSHORE COMPANY IN MALAYSIA

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Once the name application is approved, it will be valid for the next three (3) months for the Company to complete its registration procedure.

The documents below are required to submit the incorporation application:

  • NRIC/Passport copies of each stakeholder and account signatories (must be certified)
  • Proof of residential address of each stakeholder involved within the Company (original utility bills or personal bank statements is preferred)
  • Detailed business plan proposed for the Labuan Company
  • Memorandum and Articles of Associations of the proposed Company
  • Statutory declaration of compliance by the trust company
  • Consent to act as a director(s)
  • Business licenses (if any) – For activities that requires licensing, it must be obtained and approved before Company incorporation

The fees involved are based on the table below:

 

TYPES OF FEES

 

FEES (RM)
GENERAL FEES
Application for the reservation of company name50
INCORPORATION FEES
Statutory declaration of complianceNIL
Consent to act as directorNIL
Memorandum and Articles of Association (Labuan company)NIL
PAID-UP SHARE CAPITAL
RM50,000 and below1,000
Exceeds RM50,000 but less than RM1 million2,000
RM1 million and above5,000
REGISTERAYION FEES
Statutory declaration by a Labuan trust company as an agent of a foreign Labuan companyNIL
Return on particulars and changes of directors and secretariesNIL
Memorandum and Articles of Association (foreign Labuan company)NIL
Registration of a foreign Labuan companyNIL

Registration fee for branch office

Registration fees payable to SSM shall be as per the payment schedule below:

WITH SHARE CAPITAL (RM)FEES (RM)
Up to 1,000,0005,000
1,000,001 – 10 Million20,000
10,000,001 – 50 Million40,000
50,000,001 – 100 Million60,000
Exceeding 100 Million70,000

 

  1. In determining the registration fees, the nominal share capital either authorised or paid up of the foreign company should first be converted to the Malaysian currency (Ringgit Malaysia) at the prevailing exchange rate.
  2. In the event a foreign company does not prescribe any share capital, a flat rate of RM70,000.00 shall be paid to SSM.

  • A Malaysia Branch Office is considered a non-resident company for tax purposes. Non-resident companies are not eligible for tax incentives for new start up or resident companies. Besides, withholding tax of 10% + 3% is applicable on payments made to the branch for services performed in Malaysia (as branch is a non-resident for tax purposes). In view of this, most foreign companies prefer to set up a Subsidiary Company rather than a Branch Office.
  • On the other hand, Representative Office is suitable for foreign company who want to collect relevant information on investment opportunities in Malaysia especially in the manufacturing and services sector, enhance bilateral trade relations, promote the export of Malaysian goods and services and carry out research and development (R & D). Representative Office is prohinited from undertake any commercial activities and only represents its head office/principal to undertake designated functions.