Ask most Malaysian business owners what a company secretary does and you will get vague answers. ‘They handle the paperwork.’ ‘They file things with SSM.’ ‘I think I have one — my accountant might have sorted it.’
This vagueness is a problem. Because under the Companies Act 2016, every Sdn Bhd in Malaysia is legally required to appoint a licensed company secretary within 30 days of incorporation. It is not optional. It is not something you can do yourself unless you hold the relevant licence. And failing to maintain a properly appointed company secretary exposes you to significant penalties.

This article explains exactly what a company secretary does, why the role matters, and what the real cost of getting it wrong looks like.
The Legal Requirement
Section 235 of the Companies Act 2016 states that every company must appoint at least one secretary, and that the secretary must be a natural person ordinarily residing in Malaysia, and must be a member of a prescribed body — either the Malaysian Institute of Chartered Secretaries and Administrators (MAICSA) or a licensed solicitor.
In plain language: you cannot appoint just anyone. Your company secretary must be professionally qualified and licensed.
What Does a Company Secretary Actually Do?
The Co-Sec is the custodian of your company’s legal and regulatory standing. Their responsibilities include:
Statutory filings with SSM
Every Sdn Bhd must file an annual return with SSM within 30 days of the company’s anniversary date. The company secretary prepares and submits this return, which confirms the company’s registered details, directors, and shareholders are up to date.
Maintaining statutory registers
The Companies Act requires every Sdn Bhd to maintain specific registers, including:
- Register of Directors
- Register of Members (shareholders)
- Register of Charges (for secured loans and debentures)
The Co-Sec maintains and updates these registers whenever changes occur.
Board and AGM resolutions
Every significant company decision — opening a new bank account, changing a director, approving the annual accounts, authorising a major contract — must be formally documented as a board resolution. The Co-Sec prepares these documents, ensures they are properly signed, and files them correctly.
Changes to company information
Directors come and go. Addresses change. Shareholders transfer shares. Every one of these changes must be notified to SSM within the statutory timeframe. The Co-Sec handles all of these notifications.
Compliance calendar management
A good Co-Sec does not just react to requirements — they maintain a compliance calendar for your company and proactively ensure nothing is missed.
What Happens If You Do Not Have One?
The consequences of failing to appoint or maintain a licensed Co-Sec are real:
- Fines of up to RM50,000 for the company and individual directors
- Inability to complete banking transactions that require company secretary certification
- Difficulty obtaining government contracts or licenses that require proof of compliance
- SSM may strike off your company for persistent non-compliance
Beyond the penalties, there is a practical problem: many business transactions — including opening bank accounts, applying for financing, signing certain contracts, and applying for government tenders — require documentation that only a company secretary can prepare and certify. Without one, your business operations stall.
In-House vs Outsourced: What Makes More Sense for SMEs?
For most Malaysian SMEs, appointing an in-house Co-Sec does not make economic sense. A full-time qualified MAICSA secretary commands a salary of RM3,500–RM6,000 per month, plus benefits.
Outsourcing your Co-Sec function to a firm like E Serve costs a fraction of that — and gives you access to a qualified team rather than a single individual. If your dedicated contact is unavailable, the work still gets done.
What to Look for in a Company Secretary
- Must hold a valid MAICSA membership or be a licensed solicitor
- Responsive — you should be able to reach them quickly when you need documents urgently
- Proactive — they should remind you of upcoming filings, not the other way around
- Integrated with your accounting and payroll team — seamless communication between functions means nothing falls through the cracks
How E Serve Handles Company Secretarial Work
At E Serve, our company secretarial team in Klang manages the full statutory compliance function for Sdn Bhd companies across Malaysia. We handle:
- Appointment as your licensed Co-Sec
- Annual return filings with SSM
- Maintenance of all statutory registers
- Board and director resolutions
- Changes to company details
- Compliance calendar management
Because we also provide accounting, payroll, and tax services, everything is coordinated under one roof. Your company secretary and your accountant work together — which is exactly how it should be.











