Sdn Bhd — Malaysia's local company, set up for you from KL
Sdn Bhd (Sendirian Berhad) is Malaysia's private limited company. 100% foreign ownership, minimum capital RM 1 (a company applying for an Employment Pass needs paid-up capital from RM 250,000 — RM 500,000 if 100% foreign-owned; see the table below), at least one shareholder, and at least one director who ordinarily resides in Malaysia. We handle name search, SSM registration, constitution, bank account applications, tax registration, and the Employment Pass (a separate service).
Corporate tax — the tiered SME structure
| Chargeable income | SME rate | Non-SME rate |
|---|---|---|
| First RM 150,000 | 15% | 24% |
| RM 150,001 – 600,000 | 17% | 24% |
| Above RM 600,000 | 24% | 24% |
Paid-up capital needed for an Employment Pass
You can incorporate from RM 1, but to sponsor an Employment Pass the company must show paid-up capital of:
| Ownership structure | Required paid-up capital |
|---|---|
| 100% Malaysian-owned | RM 250,000 |
| Joint venture (e.g. JP 70% + MY 30%) | RM 350,000 |
| 100% foreign-owned | RM 500,000 |
| Foreign-owned companies in wholesale, retail and trade (WRT licence required) | RM 1,000,000 |
The most common pattern for founders relocating to Malaysia: 100% foreign-owned + RM 500,000 paid in after incorporation. Separately, distributive trade by foreign-owned companies falls under the guidelines of the Ministry of Domestic Trade (KPDN), which set conditions by business format; the guidelines are revised from time to time, so check the current KPDN guidelines before you start. Sources: ESD MOHA Operational Guidelines / Announcement 266 / ESD company registration FAQ (checked 8 October 2026).
Our Sdn Bhd package
Incorporation
Name search, SSM registration, constitution, director/shareholder setup, tax file registration, bank account support (the bank decides whether to open the account).
from JPY 600,000 excl. Japanese consumption tax · ≈ US$3,800 / RM 15,600
Annual maintenance (tiered by revenue)
Company secretary, bookkeeping, corporate tax (Form C) and employer (Form E) filings, MBRS filing and the annual return are included in every tier. Preparing financial statements and the audit are quoted separately. Seven tiers from dormant through to enterprise — see the price list for the band that matches your revenue.
JPY 270,000 – 1,350,000 per year, excl. Japanese consumption tax · ≈ US$1,700–8,600 / RM 7,000–35,100
Nominee resident director
A Sdn Bhd needs at least one director who ordinarily resides in Malaysia. If no EP holder can take this role, one of our partners serves as your nominee resident director. This requires an annual maintenance plan with us and a deposit of RM 10,000 (we do not hold it); we explain the contract terms before you sign. The fee may be higher depending on the company's business and transaction volume; we confirm it in the formal quote.
from JPY 570,000/year, excl. Japanese consumption tax · ≈ US$3,600 / RM 14,800
Employment Pass
Free route assessment before you sign (MDEC or ESD), then full application support. See the EP guide.
MDEC route JPY 630,000 / ESD route JPY 850,000 excl. Japanese consumption tax and government fees
FAQ
Can I incorporate without living in Malaysia?
Shareholders do not need to live in Malaysia. However, at least one director must ordinarily reside in Malaysia by having a principal place of residence there (Companies Act 2016, section 196(4)). If you will be a director without living in Malaysia, you also need a director who does — a trusted partner or a nominee resident director. The company must also keep a registered office in Malaysia (section 46; an address provided by the company secretary can be used). Opening a bank account and obtaining an Employment Pass also require in-person steps and real operations.
How long until the company is operational?
Incorporation 2–6 weeks + bank account 1–3 months for basic operations; the Employment Pass then takes 3–6 months. That time includes the one-time company registration with ESD (2–6 months by our estimate; ESD's official processing time is 14 working days once all documents are in order).
Sdn Bhd or Labuan — which should I choose?
Selling into Malaysia (retail, F&B, local services) → Sdn Bhd. Services run with real substance in Labuan, or equity holding → Labuan (which category your business falls into, and whether it qualifies for 3%, is checked case by case). Many clients combine both. The company formation overview compares Sdn Bhd, Labuan and the hybrid structure side by side, or try the 3-minute assessment.
Can my Japanese company own the Sdn Bhd?
Yes, a 100% subsidiary is possible. How the capital and dividend flows are taxed also involves Japan's controlled foreign company (CFC) rules, so please confirm with a partner tax accountant.
Start with a free 30-minute consultation
Tell us about your plans for your Sdn Bhd. Consultations in English, Japanese, Chinese or Malay, from our Kuala Lumpur office.