Malaysians incorporating their first Sdn Bhd learn of the odd-sounding role called ‘Company Secretary’ – colloquially referred to as a ‘CoSec‘.
At surface level, business owners are taught that the Company Secretary is a mandatory hire who advises directors on matters of statutory compliance and deals with SSM on behalf of the company.
While true, we believe owners would greatly benefit from a clearer understanding of a CoSec’s duties.
And so, we’ve written a series examining key roles of a Company Secretary.
In this post, we’ll be explaining the all-important updating of company statutory information.
What is company statutory information?
A collection of information related to a company’s operations, which must be documented and updated in accordance with regulations imposed by SSM, and consists of the following:
- Company Name and SSM Registration Number: The unique identifier for your company.
- Registered Address: Your official company correspondence address.
- Type of Business: Whether you are operating as a private, or public limited company.
- Director and Secretary Details: Names, MyKad / passport numbers, date of appointment, and more.
- Share Capital and Shareholders: Share capital, number of shares, shareholders’ identities, and any movements in share ownership.
- Latest Financial Statements: Balance sheets, income statements, and significant financial changes.
- Record of any company charges: Liabilities or charges on company assets of the company.
Your CoSec is responsible for storing this information at the company’s registered address.
They should also make it available for SSM to view at any time.
Finally, this statutory information will also make up the Annual Returns which must be submitted to SSM every year within 30 days from the anniversary of incorporation.
Changes in company statutory information
At some point, there’s bound to be changes in a company’s statutory information.
There could be a change in directorship, shareholder, and even the company name.
SSM must be notified of these changes within 14 days from the date of the change, and as you might have guessed, this also falls under the responsibility of the Company Secretary.
Missing or outdated company statutory information
Well, you better go find before SSM comes knocking or it’s time to submit your Annual Returns!
Penalties for failing to update company statutory informaiton are covered under several sections of the Companies Act 2016.
| Section | Offence | Penalty |
|---|---|---|
| Section 46 | Failing to inform SSM of change of registered office address | Fine not exceeding RM50,000 |
| Section 51 | Failing to inform SSM of changes in shareholders | Fine not exceeding RM20,000 and RM500 for every day the offence continues |
| Section 58 | Failing to inform SSM of changes in directorship, CoSec, and management | Fine not exceeding RM50,000 and RM500 for every day the offence continues |
As you can see, a Company Secretary that does not update the company’s statutory information or inform SSM of changes exposes the company to tremendous financial penalties.
It’s why attention to detail and adherence to routines rank among the top qualities in a good CoSec.
Hope this helps, and be sure to check out the other entries in this series!
Let MISHU be your digital CoSec
Consider appointing MISHU’s Company Secretaries as your guide to total compliance. We’re friendly, digital-first, and deliver professional services at affordable prices.