Business Registration and Incorporation Services | Contact us for Advice

1. Business Entity • Firm registered under the Registration of Businesses Act 1956 • Partnership registered under the Limited Liability Partnership Act 2012 • Company incorporated under the Companies Act 2016 • Corporate body formed under any other written laws of the country • Foreign Company If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

2. Registration of Businesses Act 1956 • Sole - proprietorship • Partnership (conventional partnership) If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

3. Limited Liability Partnership Act 2012 • Partnership If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

4. Companies Act 2016 • Public Company • Private Company If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

5. Companies • Limited by shares • Limited by guarantee If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

6. Other Corporate Body • Co-operative – Co-operative Societies Act 1993 • Society - Societies Act 1966 • Trust • Statutory Body If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

7. Incorporation of Company • Lawful purpose • Name must not be prohibited (S. 26(1) CA 2016) • Nature of business (principal activity) • Status – Public or Private • Single shareholder • Single director • Shares If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

8. MSIC Business Code • Standard classifications of productive economic activities. • Provide a set of activity categories that can be utilised for the collection and presentation of statistic according to such activities. • SSM only allow one MSIC business code for each object clause/business activities. 2019-05-15

9. Changes in the Business Address (Including Branches) and/or Nature of Business • Notify SSM within 14 days from the date of such change. • The notification shall be in a form and manner as specified in Schedule B of the Practice Directive 1/2017. 2019-05-15

10. Public Company • A company other than a private company If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

11. Public Company • A company limited by guarantee shall be a public company If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

12. Private Company • restricts the right to transfer its shares • limits to not more than fifty the number of its members (counting joint holders of shares as one person and not counting any person in the employment of the company or of its subsidiary or any person who while previously in the employment of the company or of its subsidiary was and thereafter has continued to be a member of the company) • prohibits any offer to the public any shares or debentures of the company • prohibits any invitation to the public to deposit money with the company for fixed periods or payable at call, whether bearing or not bearing interest 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

13. Exempt Private Company • Private Company • beneficial interest in share is not held directly or indirectly by any corporation • not more than twenty members none of whom is a corporation If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

14. Accounting (and Other Records) • S.244(1) CA 2016 • The approved accounting standards shall apply to the financial statements of a company or the consolidated financial statements of a holding company if, at the time when the financial statements or consolidated financial statements are made out, the approved accounting standards – • apply in relation to the financial year of the company or the holding company to which the financial statements or consolidated financial statements relate; and • (b)are relevant to those financial statements or consolidated financial statements 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

15. Approved Accounting Standards S.244(5) CA 2016 Compliance with applicable approved accounting standards issued by the Malaysian Accounting Standards Board (MSAB) (Financial Reporting Act, 1997) If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

16. Accounting (and other records) • S.245(1) CA 2016 • Explain the transactions and financial position • True and Fair • Profit and Loss Account • Balance Sheet • Audited If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

17. Financial Statements S.2 CA 2016 Financial statements has the same meaning as set out in the approved accounting standards issued or approved by the Malaysian Accounting Standards Board under the Financial Reporting Act 1997 If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

18. Financial Reporting Framework • Private Entities • Malaysian Private Entities Reporting Standard (IFRS for SMEs) • Entities other than Private Entities • Malaysian Financial Reporting Standards (International Financial Reporting Standards) If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

19. Accounting Requirements • S. 249 and S. 250 CA 2016 • Financial Position • Financial Performance • Annual Financial Statements • Consolidated Financial Statements If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

20. Accounting Requirements • S. 244(7) CA 2016 • Where any conflict or inconsistency arises between the provisions of an applicable approved accounting standard and in the CA 2016 in their respective applications to the financial statements of a company or consolidated financial statements of a holding company, the provisions of the applicable approved accounting standard shall prevail If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

21. Presentation Currency S. 259(1)(c) CA 2016 Malaysia Currency – Ringgit Malaysia If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

22. System of Internal Control • S. 246 CA 2016 • assets are safeguarded against loss from unauthorised use or disposition and to give a proper account of the assets • all transactions are properly authorised and recorded as necessary to enable the preparation of true and fair view of the financial statements If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

23. Entries S.245(2) CA 2016 S.82(6) ITA 1967 Recorded within 60 days If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

24. Retention • S. 245(3) CA 2016 • S. 82(1) ITA 1967 • S. 24(2) Sales Tax Act 2018 • S. 24(2) Services Tax Act 2018 • Seven years If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

25. Receipts • S.82 ITA 1967 • Issue of Receipts • Gross Takings – Sale of Goods Exceeds RM150,000 per annum • Gross Takings – Services • Exceeds RM100,000 per annum • Exception – machine is used for recording sales 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

26. Annual Compliance • Inland Revenue Board • Income Tax Return • Return of Employees Remuneration • Return of Estimate of Tax Payable • Companies Commission of Malaysia – Annual Return and Financial Statements If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

27. Audit Exemption • S. 267(2) CA 2016 • Private Companies • Dormant Companies • Zero-Revenue Companies • revenue • assets • Threshold-Qualified Companies • revenue • assets • employees 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

28. Filing of Income Tax Returns for Companies • S. 77A(4) ITA 1967 • based on accounts audited by a professional accountant If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

29. SST Compliance Manufacturer with a sales value of taxable goods exceeded RM500,000 for 12 months period are liable to be registered under the Sales Tax Act 2018. Taxable services provider is liable to be registered under the Service Tax Act 2018 when the value of taxable services provided for a period of 12 months that exceeds a threshold of RM500,000.  Companies have to declare SST return every 2 months (bi-monthly) according to the taxable period. SST return has to be submitted not later than the last day of the following month after the taxable period ended. If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

30. Invoice Requirement • S. 21 Sales Tax Act 2018 • S. 21 Services Tax Act 2018 • Registered SST payers are required to issue compliant sales invoices which must contain basic information, including: • Name and tax ID of vendor • Date of invoice • Unique, sequential invoice numbers • Description of goods (nature, amounts, weights, unit prices etc) or services • Net value of invoice • SST charged • Where a foreign currency is charged, the FX rate used • Tax registered businesses must also issue credit notes, with unique invoice numbers. If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

31. Duty to keep records • S. 24(2) Sales Tax Act 2018 • S. 24(2) Services Tax Act 2018 • Every taxable person shall keep complete and true records written up to date of all transactions which affect or may affect his liability to tax, including all records of sales of taxable goods/provision of taxable services by or to the taxable person including tax invoices, debit note, credit note • Any record kept under this section shall be preserved for a period of seven (7) years from the latest date to which the record relates If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

32. Regulatory Requirements - General • Registered Business Entity • Local Authority Licence • Signboard Licence • Fire Department Approval • Approval for Renovation • Department of Environment Approval • Notification to Labour Office • Registration with SOCSO • Registration with EPF • Registration as an Employer (E) and Employees for Tax Purposes • Registration with the Inland Revenue Board • Registration as a Data User (PDPA 2010) 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

33. Regulatory Requirements – Specific to Industries • Manufacturing Licence • Licensed Manufacturing Warehouse Licence • Sales and Services Tax Registration • Exemptions from Sales and Services Tax • Department of Occupational Safety and Health Requirements • Registration with Pembangunan SumberManusiaBhd • (Human Resources Development Fund) If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

34. Regulatory Requirements – Specific to Industries • Fire Certificate for Designated Premises • Ministry of Health Requirements • Control Items’ Licences • Chemistry Department Requirements • Importers / Exporters Code • Export / Import Licence • Printing Press Licence • Halal Certification If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

35. PROCEDURES FOR THE INCORPORATION OF COMPANIES LIMITED BY SHARES 1. Search of Name and Reservation of Name 2. Declaration by Director(s) 3. Submission of Application Form (Super Form) • Submit Form pursuant to Section 27(1)(4) CA 2016 to CCM online • Upon approval of proposed name, the name is automatically reserved for 30 days from the date of approval. May apply for extension, maximum to 180 days. • Director(s) to sign the Declaration Form pursuant to Section 201 CA 2016. • Submit Application Form (Super Form) to CCM online with the following information:- • General nature of business • Business description • Address, email, telephone and facsimile numbers of registered office . • Business address, telephone and facsimile numbers. • Particulars of Directors (name, ID number, nationality, residential address, date of birth, race and email. • Particulars of Members (name, ID number, nationality, residential address, race, email, price per share, class of share and number of share held. 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

36. PROCEDURES FOR THE INCORPORATION OF COMPANIES LIMITED BY SHARES 4. Notice of Registration 5. Appoint First Secretary 6. Optional • Upon approval, CCM will issue Notice of Registration. • Within 30 days of the registration, to appoint first secretary. • After the registration, Company may choose to: • apply for Certificate of Incorporation • lodge Constitution • make a common seal • Issue share certificate upon the request of shareholders or pursuant to the provision of the company’s Constitution (if any). If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

37. INFORMATION FOR INCORPORATION • Proposed Name Please provide at least three names to expedite search of name and choice. Also if it • is similar to an existing name, please obtain consent letter / letter of no objection. To exclude names that are undesirable or unacceptable or similar to existing company, corporation or business or prohibited under the direction of the Minister of Domestic Trade, Co-operative and Consumerism S.26(1) CA2016. • Copies of identification document of directors and shareholders. At least one resident director residing in Malaysia is required. • Identification document – Malaysian – NRIC • – Non Citizen – Passport • Company profile of corporate shareholder. • Principal activity and main object clause. • Vocation of Directors, Shareholders and Secretary. • Information required as per Super Form mentioned above • Any special instruction (example – address different from identification document , dating of documents) • Normal duration for incorporation is 10 working days. (Online registration would normally take 3 working days.) • The above estimated duration does not include preparation and waiting time for signatures. 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

38. Regulatory Requirements - General • a) Local Authority Licence • Purpose : All premises to be used for business purposes must be licenced, depending on the suitability of the premise for the trade by the local authority. • b) Signboard Licence • Purpose : Every person who wishes to display a signboard in public requires a signboard licence from the local authority. c) Fire Department Approval • Purpose : To ensure that there are fire safety equipment and procedures appropriate to the trade and premises. This will be to support the application for the local authority licence. d) Approval for Renovation • Purpose : Any renovation or extension of premises must be approved by the local authority before it can be done. This approval is to ensure that conditions of the premise is suitable for occupation. e) Department of Environment Approval • Purpose : This approval is only applicable to the manufacturing sector. It is to ensure that methods of production and wastage generated do not pollute the environment including noise control. • f) Notification to Labour Office • g) Registration with SOCSO • h) Registration with EPF • i) Registration as Employer (E) and Employees for tax purposes • j) Registration with the Inland Revenue Board • k) Registration as a Data User (PDPA 2010) 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

39. Regulatory Requirements – Specific to Industries a) Manufacturing Licence • Purpose : Manufacturing companies in Malaysia having shareholders’ funds of at least RM2.5 million and / or engaging more than 75 full-time employees are required to apply to MIDA for a manufacturing licence. This is to regulate the manufacturing sector in Malaysia. • b) Sales and Services Tax Registration • Purpose : Registration as a taxable person for the collection of Sales and Services Tax. • c) Sales Tax Exemption • Purpose : A facility for registered manufacturer to apply for exemptions from payment of sales tax for acquiring components, raw materials, packaging materials and manufacturing aids under Schedule C of the Sales Tax (Person Exempted From Payment of Tax) order 2018. • d) Controlled Items • Purpose : Certain items are controlled with regard to their price, usage and storage eg. Rice, sugar, flour, etc. • e) Licensed Manufacturing Warehouse • Purpose : This is a custom facility to enable businesses that export their products to enjoy purchasing raw materials and components without first having to pay import duty and sales tax. This facility is only available if the company export at least 80% of their output. f) Import and Export Code • Purpose : All companies involved in import and export must obtain a code number from the Customs Department (known as trader’s code). This code is needed when submitting custom declarations for import and export at the custom station. If you need advice, please do not hesitate to contact us. (admin@asq.com.my) 2019-05-15

40. Regulatory Requirements – Specific to Industries • g) Employment of Expatriate Personnel (Work Permits) • Purpose : It is the Government’s policy that Malaysians are eventually trained and employed at all level of employment. Companies are encouraged to train more Malaysians so that organisation will reflect the multi-racial composition of the country. Notwithstanding this, foreign companies are allowed to bring in expatriate personnel in areas where there is a shortage of trained Malaysians to do the job. • Guideline : • A company with a paid-up capital of US$2 million and above will normally be allowed five expatriate posts. Additional expatriate posts will be given when necessary, upon request. • A company with a paid-up capital of less than US$2 million will be considered as follows : • For executive positions which require professional qualifications and practical experience, expatriates may be employed up to a maximum period of 10 years, subject to the condition that Malaysians are trained to eventually take over those positions. • For non-executive positions which require technical skills and experience, expatriates may be employed up to a maximum period of five years, subject to the condition that Malaysians are trained to eventually take over those positions. • (The approval will be given on the merits of each case.) • A company with a paid-up capital of RM500,000 can be considered for one key post and other time posts and each case will be considered on its merits. 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

41. Regulatory Requirements – Specific to Industries h) Registration with Pembangunan SumberManusiaBhd (Human Resources Development Bhd) • Purpose : Section 13 of the Pembangunan SumberManusiaBhd Act, 2001 requires an employer to register with Pembangunan SumberManusia Bhd. (The threshold varies with each industry.) Registered companies are required to pay a Human Resources Development Levy for each employee at a rate of one per centum of wages. • The collection of Human Resources Development Levy (HRD Levy) is to promote, develop and upgrade the skills of employees. • i) Occupational Safety and Health Requirements – • Factory and Machinery Installation Approval and Hazardous Substances Licensing • Purpose : To ensure that machineries installed and hazardous substances used comply with safety regulations. Formation of Occupational Safety and Health Committee • Purpose : The Occupational Safety and Health Act 1994, requires companies that employ 40 or more workers to form an Occupational Safety and Health Committee, in order to promote and develop measures to ensure the safety and health of employees at the place of work and to check the effectiveness of such measures. j) Halal Certification • Purpose : To be recognised as a food outlet eligible for Muslim customers and as a training centre (if necessary) for the Muslim way of serving food and to supply and sell food for consumption by Muslims. 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

42. Reference • Government Malaysia Government www.malaysia.gov.my • Legislation Attorney General’s Chamberswww.federalgazette.agc.gov.my • Finance Treasurywww.treasury.gov.my • Banking Bank Negara Malaysia (Central Bank)www.bnm.gov.my • Investments International Trade and Industry www.miti.gov.my • Malaysian Investment Development Authoritywww.mida.gov.my • Income Tax LembagaHasilDalamNegeri Malaysiawww.hasil.gov.my • Customs Royal Malaysian Customs Departmentwww.customs.gov.my • Statistics Department of Statisticswww.statistics.gov.my • Business Companies Commission of Malaysiawww.ssm.com.my • Ministry of Domestic Trade, Co-operativeswww.kpdnkk.gov.my • and Consumerism • Securities Securities Commission Malaysiawww.sc.com.my • Stock Exchange Bursa Malaysiawww.bursamalaysia.com • LabourMinistry of Human Resourceswww.mohr.gov.my • EPF Kumpulan Wang SimpananPekerjawww.kwsp.gov.my • SOCSO PertubuhanKeselamatanSosialwww.perkeso.gov.my 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

43. Reference • Personal Data Protection Personal Data Protection Department www.kkmm.gov.my • Occupational Safety and Health Department of Safety and Healthwww.dosh.gov.my • Human Resource Development Pembangunan SumberManusiaBhdwww.hrdf.com.my • Immigration Immigration Department of Malaysiawww.imi.gov.my • Education Malaysia Ministry of Higher Educationwww.mohe.gov.my • Ministry of Educationwww.moe.my • Health Ministry of Healthwww.moh.gov.my • Tourism Tourism Malaysiawww.tourism.gov.my • Public Security Police www.rmp.gov.my • Professional Bodies • Lawyers Malaysian Barwww.malaysianbar.org.my • Accountants Malaysian Institute of Accountantswww.mia.org.my • Tax Professionals Chartered Tax Institute of Malaysiawww.ctim.org.my 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

44. Disclaimer • The information provided is for guidance only and is not exhaustive. • ASQ Consulting Group of Entities shall not be liable for any loss or damage caused by the usage of or reliance on the information and guidance provided on this presentation and from our ASQ website. • Professional advice and assistance must always be obtained before you act on any of the guidance provided. • Please refer to the respective legislation and the regulatory authorities for authoritative guidance. 2019-05-15 If you need advice, please do not hesitate to contact us. (admin@asq.com.my)

45. For professional advice and assistance on • “Doing Business in Malaysia” • “Getting Started” • you may contact us at : • ASQ Consultants SdnBhd • Company No. 449072K • Suite 15.08, Level 15, City Square Office Tower • 106-108 Jalan Wong Ah Fook • 80000 Johor Bahru, Malaysia • Telephone : +60 7 267 0202 • Facsimile : +60 7 223 8808 • E-mail : admin@asq.com.my 2019-05-15