Malaysia client case studies in 2021
2019 and 2020 accounting and tax obligations for Malaysian branch of foreign company
- Our Client’s company was incorporated in Malaysia in May 2018 as a branch of foreign company. The company is headquartered in Singapore and the ultimate holding company is based in the USA. The Client’s main business activity is selling software licenses on behalf of the parent company, as well as consulting and maintenance services.
- The company provides its Malaysia customers with i) laboratory automation software and ii) maintenance of the same software.
- The Client’s customers are mainly in the pharmaceuticals, public health and clinical research fields.
- The Client requested our assistance to complete annual statutory accounting and tax obligations for the 2019 tax year.
- Healy Consultants Group PLC prepared and emailed our Client an engagement advancement proposal, including a formal invoice for the agreed services. Thereafter, we prepared a detailed engagement project plan mapping out a step-by-step route to engagement completion. We also prepared a quality business plan.
Accounting and tax obligations 2019
- Once we received payment from the Client, we sent out a detailed email including an overview of the project plan and requesting documents required to complete the accounting and tax obligations.
- As soon as the Client had forwarded the audited financial statement 2019 to us, our accounting team began the preparation and submission process of the accounting and tax obligations.
- Healy Consultants’ accounting team sent i) the resolution to lodge the financial statement and ii) the tax computation document to our Client for approval. Once approved, both items were sent to the Client for signature.
- We then requested our Client to send the original, signed copy of the documents to Healy Consultants Group PLC’s Malaysia office, where we filed them with the Companies Commission Malaysia (CCM) and Inland Revenue Board Malaysia (IRBM).
- Once the above was completed, Healy Consultants accounting team sent a summary of obligations to the Client attached with i) signed financial statements ii) annual return form iii) tax return form iv) paid renewal invoice and v) engagement summary.
- As the Client’s company is a branch of foreign company, it was not required to appoint a nominee director and company secretary. However, it was required to appoint a registered agent with a company secretarial background.
- However, one of our previous employees had not confirmed the above with our Malaysian supplier when the appointment of registered agent was effected. As a result, the company annual return could not be filed.
- As a result, we have consulted the Companies Commission of Malaysia (SSM) and conducted extensive research to resolve this problem. Upon their advice, we have set up Malaysian Business Reporting System (MBRS) account and were able to file the Client’s Annual Returns for 2019 and 2020 before the deadline.
Florida-based worldwide wholesaler and distributor sets up Malaysia LLC
- In July 2020, our Client approached Healy Consultants Group PLC to set up an LLC in Malaysia and open a corporate bank account for the new entity.
- The company had initially set up a subsidiary in Hong Kong to tap into the Chinese market and wanted a bank account in Malaysia. This proved to be difficult to secure so we recommended setting up a Malaysia entity to increase the chances of account opening with a Malaysia bank.
- We prepared and emailed our Client a detailed engagement advancement proposal. This included a formal invoice itemising costs for agreed services including i) Malaysia company registration ii) tax and VAT registration and iii) corporate bank account opening.
- Our proposal also included costs breakdown, time frame and accounting and tax liabilities. All fees were agreed upfront.
- Our Client paid the first instalment fees for us to begin the Malaysia company setup process.
- Healy Consultants Group PLC prepared and emailed our Client a draft corporate structure and business plan for review, amendment and email return.
Malaysia company registration
- Healy Consultants Group PLC prepared and emailed our Client the legal registration documents for i) signature and ii) courier return to our Malaysia office, because the Companies Commission of Malaysia (SSM) does not accept digitally-signed documents.
- Our Client signed and couriered all required documents to Malaysia.
- Once we received payment and ensured all required due diligence documents had been received, we began the company registration process. We reserved the proposed company name and submitted the application to register the company.
- Within two weeks of submitting the company registration application, we obtained the Certificate of Incorporation, Constitution and company profile, and immediately emailed our Client scan copies of the same. Within two weeks, we received and emailed the client the new Malaysian company’s tax registration details. Company registration was now complete. We also appointed an auditor and tax agent for the new Malaysian entity.
Malaysia corporate bank account opening
- Healy Consultants Group PLC approached our Client’s preferred bank, together with multiple Malaysia banks, to secure in writing their interest in welcoming a corporate bank account opening application from our Client.
- Our Client’s preferred bank immediately provided the forms for us to complete and be signed by our Client’s authorised signatory. Our Malaysia company secretary prepared the required resolutions for account opening.
- Our Client then signed all the documents and couriered to the bank relationship manager for further processing.
- Healy Consultants Group PLC received the signed documents and submitted to the banker for account opening. Account was approved and opened (USD and MYR accounts) within two weeks. Within two weeks of that, the RMB account was also opened.
- Our Client could now sign contracts, issue invoices, receive funds and pay suppliers through their bank account.
- Once the above was complete, Healy Consultants Group PLC’s Malaysia office prepared the company kit including all registration documents in readiness for courier to our client once the account for their Hong Kong entity is opened.
Malaysia Employment Pass application for expatriate workers
Healy Consultants Sdn Bhd began the process of application for two expatriate staff in January 2018. The two staff wish to live and work in Malaysia. The entire process took one year and 4 months to complete. Paid-up capital required for a 100% foreign owned company to proceed with the EP applications is RM1,000,000 (US$242,000).
Step 1- Registration on the Employment Services Division website
Healy Consultants Sdn Bhd registered on the Expatriates Services Division website (ESD) and created an account for our company. Healy Consultants purchased our company’s certified profile from SSM website and uploaded the profile on the ESD portal. We then completed and submitted the organization registration form provided by ESD.
Step 2 – Application for the WRT license
Healy Consultants Sdn Bhd is a Business and Management Consultancy company and hence in Malaysia falls under the unregulated services sector. We were therefore required to apply for the WRT license. Healy Consultants prepared and submitted all the required information about the company as required on the checklist provided. ESD reverted multiple times requesting for additional information to complete the application process and secure the license. The verification and validation of the submitted information took 6 months.
Step 3 – Company activation
Once the above process was completed, ESD sent Healy Consultants Sdn Bhd an approval letter with the login details for the ESD portal, organization and facilitation package for printing and acceptance. We then proceeded with company activation by logging into the ESD account to complete the information requested. We were requested to provide details of the company’s employees who will be in charge of the portal. Thereafter, we printed the Letter of Undertaking (LOU) on our company letterhead and got this signed by the director, endorser and submission officers as appointed, stamped with the company stamp and returned to ESD in Putrajaya Kuala Lumpur for further processing.
Step 4 – ESD company portal rollout
Upon approval of the LOU, the ESD rolled out the company’s expatriates’ services portal and we were now able to submit EP applications for our staff. We applied for the company’s expatriate annual projection via the ESD portal and received the approval within three working days. Healy Consultants submitted the documents required in Annex D of this webpage and paid the visa fees. ESD reverted requesting for some amendments and further documents. Once all documents and information was successfully submitted, the processing took 5 working days.
Step 5 – EP approval and endorsement
Upon approval of the EPs, Healy Consultants proceeded to initiate the pass endorsement process at the respective State Immigration Office. This must be completed within 6 months from date of approval. The appointed Endorser as per the company’s LOU submitted the following documents for issuance of the employment pass:
- Approval Letter (printed from ESD system);
- DP11 Form (printed from ESD system);
- Payment (this fee will depend on the number of years the EP is approved for and the exact amount required will be indicated on the portal);
- Applicant’s original passport;
- Company authorization letter with copy of Identification card (front and back) / Passport Bio data page plus latest valid pass.
After the submission of all documents mentioned above, the visa endorsement was completed immediately, and the passports handed back to the endorser to give back to the respective applicants.
Registration of a branch office in Malaysia of an Australian company
- Our Client is recognized as the global leader in providing enterprise scale laboratory automation solutions. Our Client has developed a unique and proven suite of product capabilities that encompass method execution in an integrated and enterprise ready solution;
- As part of their global expansion, our Client approached Healy Consultants Group PLC requesting professional corporate services for registration of their branch in Malaysia to provide services in laboratory automation solutions for their local Clients in Malaysia.
- After detailed discussion with our Client and thorough study of their business profile, Healy Consultants Group PLC and our Client agreed to indeed register a branch office of their existing Singapore entity;
- As a branch Office in Malaysia is required to appoint one resident representative originally residing in Malaysia, our team proposed and appointed one of our nominee resident representatives to comply with the statutory requirement;
- Healy Consultants Group PLC drafted a detailed project plan outlining the steps of the engagement and their estimated completion time. Thereafter, we emailed our Client a business plan, the proposed corporate structure and the project plan for their confirmation.
- As part of our compliance requirement, our Client confirmed and couriered us all requested KYC documents and our Incorporation team prepared the registration forms for our Client’s completion and signatures;
- Upon confirmation of our Client’s preferred corporate structure and name of the branch office, Healy Consultants Group PLC proceeded with reservation of the parent company’s name with Suruhanjaya Syarikat Malaysia (SSM). After securing the company name, Healy Consultants Group PLC submitted the quality Branch Office registration package to SSM;
- During the process, Healy Consultants Group PLC’s Singapore office and Malaysia office closely liaised with SSM to ensure the entity is timely registered with the Malaysia Company Registrar;
- Upon successful registration of the Branch Office, Healy Consultants Group PLC emailed electronic Certificate of Registration as well other incorporation documents to our Client.
- Immediately after the Branch Office was officially registered, Healy Consultants Group PLC proceeded to register the entity for corporate tax with Inland Revenue Board (IRB);
- Unlike the LLC tax registration, which can be done electronically, tax registration forms must be submitted to IRB in physical form for a Branch Office. Within 1 week from the submission of the quality tax registration forms, IRB approved the corporate tax and employer tax numbers of the Branch entity.
Corporate bank account opening
- As our Client’s Singapore company has an existing corporate relationship with a leading Singapore bank, Healy Consultants Group PLC recommended our Client to continue banking with the same bank in Malaysia. To ensure timely approval of corporate bank account numbers, Healy Consultants Group PLC started liaising with the bank in Singapore and Malaysia from the beginning of the engagement;
- Healy Consultants Group PLC requested our Client’s existing Relationship Manager in the Singapore bank to refer our Client to the bank in Malaysia to open the bank account smoothly. Our team closely liaised with the the Malaysia bank officer and submitted a quality corporate bank account opening package to the bank;
- To avoid our Client travelling to Malaysia and since our Client is based in Australia, the Client was required to visit the bank’s Australia Branch for verification purposes;
- Within 3 weeks from the submission of the quality corporate bank account opening documents, Healy Consultants Group PLC secured multi-currency corporate bank account without the need for our Client to travel to Malaysia.
- Throughout the engagement, including i) branch registration; ii) tax registration and iii) multi-currency corporate bank account opening process, Healy Consultants Group PLC has aggressively and skilfully liaised with bank officers, third parties and company registrar officers and tax authorities in Malaysia to hasten the complete Branch Office setup;
- Upon completion of the engagement, Healy Consultants Group PLC couriered a complete company kit, including i) corporate bank account details with e-banking tokens ii) incorporation documents and iii) tax registration details to our Client’s preferred mailing address.
A US company starts business in Malaysia
Our Client is a US money remittance Firm, which allows its customers to remit money across the globe via its online portal. To make the transfer successful, our Client works with global banks, which receive the funds locally and remit to a bank in the destination country. In Malaysia, our Client planned to setup a subsidiary to offer similar services to the local population. To fulfill these objectives, the company directors approached Healy Consultants PLC in September 2016.
In the initial stages, our Client mentioned they only needed Healy Consultants PLC’s assistance with setting up the Malaysian entity and liaising with the Central Bank to secure more information about the licensing processes. Immediately, Healy Consultants PLC approached the Malaysian Central Bank to clarify the possibility of securing licenses. Further to the detailed conversation and research, Healy Consultants PLC reverted to the Clients with the licensing requirements and processes.
Thereafter, Healy Consultants PLC prepared a detailed project plan for the engagement, highlighting the fact the money remittance companies face additional scrutiny from the Malaysian Government due to money laundering and terrorism financing concerns. However, given our prior experience with Malaysian company setup, Healy Consultants PLC assured our Client we could their Firm.
Our Client provided the “proposed” company name and corporate structure. Healy Consultants PLC immediately proceeded to reserve the company name with the SSM (Suruhanjaya Syarikat Malaysia) After receiving the name approval, Healy Consultants PLC prepared the corporate documents, including the company constitution for the director’s and shareholder’s signature, notarization and courier return. Once we received all signed documents, and approved all documents were in order, we submitted the same to the SSM. Within 1 week, we received the Certificate of Incorporation for the Malaysian company, which we scanned and emailed to the Client.
With the company registered, Healy Consultants PLC proceeded to register the Malaysian company for corporate tax with the IRB (Inland Revenue Board). For this purpose, Healy Consultants PLC submitted the complete online application to the IRB, after approval from the Client. Within 1 week, Healy Consultants PLC received the tax registration number, which was immediately forwarded to the Client.
Virtual office & company secretarial services
Additionally, our Client engaged Healy Consultants PLC to provide Malaysian company secretarial and virtual office service for their company. This move has enabled our Client to more effectively operate their business in Malaysia.
Formation of a contract research organization in Malaysia
Our Client, an Indian contract research organization (CRO) providing clinical trials services to the pharmaceutical industry, contacted Healy Consultants in April 2015 to register subsidiaries in Malaysia and Taiwan. The purpose of business setup in these two countries was to supervise clinical trials to be conducted in these two countries. Our Client hence wanted Healy Consultants to both complete the formation of the subsidiary and to prepare an engagement strategy agreement to determine what may be the licensing requirements for the Malaysian company to be allowed to conduct such activities.
Healy Consultants confirmed that the optimal type of business entity would likely be a private limited company, locally known as a Sendirian Berhad. As our Firm estimated that we would need around three weeks to complete the research necessary to assess applicable regulations over the organization of clinical trials in Malaysia, we agreed with our Client to register the company immediately, without waiting for the outcome of the search.
All Malaysian companies are required to appoint two resident directors. We assisted to appoint two nominees to fulfill this requirements, while our Client would still keep a majority on the Board of the company, by appointing three additional foreign directors.
After receipt of the scanned incorporation forms and other documents required from our Client, we submitted an application to register a new company with the Malaysia Companies Registrar (SSM), which was subsequently approved within the three following business days.
We also confirmed with multiple lawyers that no further licensing was required for the company and prepared a quality engagement strategy document for our Client.
Corporate bank account opening
In order to assist our Client to open a corporate bank account in Malaysia, we contacted an international bank preferred by our Client. After reviewing our application, the front desk reverted to request additional due diligence information on the reasons accounting for the Group structure of our Client: a majority of the shares of his company were indeed held by a venture capital fund, with multiple layovers of holding companies in Mauritius, the Cayman Islands and the United Kingdom. As often when a successful company benefits from investment from a private equity fund, determining the beneficial ownership was a tricky task. This unfortunately caused engagement delays.
After a couple of weeks without an answer from our Client’s preferred bank, we convinced him to consider other reputable international banks. After several weeks of negotiations and assistance from Healy Consultants, we finally managed to convince the Malaysian branch of a reputable Singaporean bank to accept our Client as a customer. The engagement was hence successfully completed.
We couriered a company kit to our Client and received excellent feedback with regards to the services provided by Healy Consultants. For more information on this engagement and/or to obtain the contact details of our Client, please contract our French Director of our Clients Engagements Department, Mr. Simon Guidecoq.
Wealthy businessman buys Malaysia property
Peter is a wealthy individual who lives in Singapore with his wife and two teenage children. He works as a senior manager at an offshore bank in Singapore, and owns property in Singapore, the UK, Spain and Australia. Peter approached Healy Consultants in April 2006 with a tax enquiry relating to the sale of a property in Australia. During the course of the meeting in our Singapore office, however, he also mentioned his intention to purchase an apartment in Kuala Lumpur, Malaysia.
Several of our Clients approach Healy Consultants with a view to Asia property purchase. As in many Asian countries, the Malaysian property market has become increasingly attractive to foreign investors in recent years. The Malaysian ringgit remains undervalued against the US dollar, and Malaysian property is half the cost of its equivalent in neighbouring Singapore. In addition, the government is actively encouraging foreign property investment through initiatives such as the ‘Malaysia: My Second Home’ scheme.
As a busy businessman, Peter required a professional consultant to project manage the entire property purchase. This would include finding suitable properties, liaising with developers, supervising the solicitors, and obtaining a competitive mortgage from a bank. Aidan Healy, managing director of Healy Consultants, outlined to Peter our capabilities, gained from previous similar engagements as well as Aidan’s personal experience of buying high-end property in Kuala Lumpur. Aidan also highlighted from the outset the legal and tax implications of Malaysian property purchase, as well as the advantages and potential pitfalls, including the fact that Malaysian banking and construction laws often lack transparency. With the scope of the engagement clear, Healy Consultants e-mailed Peter the next day with a clear quotation.
Peter reverted to Healy Consultants within one week with his go-ahead, clarifying his budget and the specifications for the property. Peter also sent to our Singapore office the required due diligence and a signed Client Engagement Letter, and remitted the engagement fees to our bank account, enabling our team to start the engagement. At this point, our Singapore team, in consultation with our Malaysia office, prepared a detailed Engagement Project Plan, outlining the project steps and deliverables from Healy Consultants, as well as likely timeframe.
The first task was for our Malaysia office to find high-end Kuala Lumpur properties which met Peter’s specifications. In particular, he was keen on one of the new developments adjacent to KLCC Park in central Kuala Lumpur. Carol, our Client Relationship Officer in the city, visited six apartments in one day, and met the developers of a further four properties which had yet to be completed. Carol also took digital photographs of the apartments, and collected prospectuses and information sheets from the developers. Within two days, she had prepared a shortlist of five apartments which she believed would be of interest to Peter, and sent the details of each to him in Singapore for his consideration.
The next step was to arrange a property viewing and/or developer meeting for Peter. Peter traveled to Kuala Lumpur, where he was met at his hotel by Carol and transported to each property. Carol also organised for Peter to meet Healy Consultants’ solicitor in Kuala Lumpur. Upon his return to Singapore, Peter considered his options, and within one week had communicated to Healy Consultants his intention to purchase a 2,500 sq ft, three bedroom apartment on the 32nd floor of a prestigious condominium development close to the Petronas Twin Towers. To secure the property, Peter was required to pay a 2% deposit to the developer, and he sent a cheque to Carol who passed it to the developer.
With this objective now clear, Healy Consultants next task was to find a bank which would provide the most competitive mortgage. Although Peter’s preference was for a Singapore dollar mortgage with an international bank in Singapore, Malaysian property regulations state that mortgages can only be arranged in ringgit through a Malaysian bank. With this in mind, Healy Consultants’ Malaysia staff contacted the top Malaysian banks with a view to arranging a mortgage for the property on Peter’s behalf. Having received from our team details of Peter’s financial status and assets, mortgage representatives from each bank visited our Kuala Lumpur office to outline details of the mortgage they could offer. Our staff collated this information and prepared a detailed comparison table of the two mortgages offered, which they presented in an e-mail to Peter.
On the same day Peter responded, instructing our staff to assist in arranging a mortgage with the bank which offered him 90% finance at an interest rate of 6.75%. The following week, a member of the mortgage team at the chosen bank visited our office in Kuala Lumpur to assist with preparing the mortgage application form. Once this had been completed, the application form was couriered to Peter in Singapore for his signature, and the following day he returned the document to our Singapore office, from where it was forwarded to the bank in Kuala Lumpur. The bank approved the mortgage application within three weeks. In the meantime, our Malaysia solicitor had negotiated a sale and purchase agreement which was mutually acceptable to both the developer and Peter. Once the financing for the property had been approved, Peter signed the sale and purchase agreement, and lodged 10% of the purchase price. The remaining 90% will be paid at a timescale as agreed with the property developer.
Healy consultants assisted with signing title deeds, supervising solicitors, arranging tenants etc.
Going forward, Peter intends to purchase another property in Singapore, and has expressed his intention to engage Healy Consultants to help him do so.
Risk management expert opens Kuala Lumpur base
Onyx Procurement Malaysia Sdn Bhd is an international procurement company delivering services to a broad spectrum of sectors including transport, aviation, construction and civil engineering firms; blue chip companies, governmental procurement departments and non-profit organisations.
Onyx Procurement Malaysia Sdn Bhd was incorporated by Healy Consultants in 2005 to provide security and risk management strategies to multinational corporations, governments, non government organisations (NGOs) and individuals. The company has suppliers from both the European Union (EU) and the US and is working with Malaysian government departments and agencies.
Healy Consultants was able to complete the formation of Onyx Procurement Malaysia Sdn Bhd in a timely and efficient manner, and also provided a range of post-incorporation support services. Areas of support for Onyx Procurement Malaysia Sdn Bhd included:
- Healy Consultants worked with our Client to identify the accounting and tax implications of incorporating a Malaysian company, including highlighting the most relevant and important aspects of the Malaysia Companies Act 1965 regarding shareholder, director and minimum capital requirements. Our team also highlighted the corporate and personal tax liabilities as stipulated by the Inland Revenue Board of Malaysia;
- Healy Consultants completed corporate bank account opening in a reputable global bank on behalf of our Client, without the need to travel;
- Healy Consultants provided two resident directors to legally complete company incorporation in accordance with the Malaysia Companies Act 1965. In addition, we assisted our Client with GST and FIC registration and provided our Client a local virtual office.
Switzerland based company expands business in Malaysia
Normet Group is based in Switzerland, providing advanced solutions for selected customer processes in underground mining and tunneling. The management team has a diverse array of industry specific knowledge and experience therefore the firm has a unique capacity to attract investment and expand its marketing throughout the world.
Normet Group approached Healy Consultants to help them expand their business in Malaysia. Malaysia was chosen as the location for Normet Group because the company has potential contract in Malaysia. They wish to incorporate the company as soon as possible to win the bid. Healy Consultants assisted Normet Group by providing a range of professional assistance from the beginning until the end of the Malaysian company set up in efficient way and Normet Group is very happy with Healy Consultants’ service.
Bill approached Healy Consultants and advised that their company would like to expand to Malaysia. He advised that he would require assistance in company incorporation, nominee resident director, also a full virtual office support for the Malaysian company. Healy Consultants sent Bill a detailed cost proposal to set up the Malaysian company. Bill is happy with Healy Consultants pricing and service and signed the engagement letter with Healy Consultants on the next day.
As promised, Healy Consultants started to incorporate the company once he provided necessary due diligence and remitted the engagement fees to our bank account. At this point, our Singapore team, in consultation with our Malaysia office, prepared a detailed Engagement Project Plan, outlining the project steps and deliverables from Healy Consultants, as well as likely timeframe.
Healy Consultants was able to complete the company incorporation of Normet Underground Technologies Sdn Bhd in a timely and efficient manner. Services provided by Healy Consultants to complete incorporation including to conduct a name search to determine whether the proposed name of the company is available for registration. And also submitted the required documents in a speedy and efficient manner within the time period to SSM such as the certified copy of the certificate of incorporation of the foreign company, the Memorandum and Articles of Association that defined its constitution, declaration of compliance.
In accordance with the Malaysia Companies Act, every Malaysian Company shall have at least two directors who are ordinarily residents in Malaysia. To avoid inconvenience to our Client, Healy Consultants appointed two Malaysia resident employees to act as the nominee directors of Normet Underground Technologies Sdn Bhd. To enable Normet Group has a better understanding about our nominee directors, Healy Consultants i) provided Normet Group due diligence documents of two Malaysia resident directors ii) arranged both party to meet personally. Normet Group is very happy with such arrangement.
Virtual office services
Healy Consultants provides ongoing support for Normet Underground Technologies Sdn Bhd such as providing a Malaysia virtual office service which includes telephone answering and mail-forwarding, thereby enabling the company to conduct business more efficiently in Malaysia.
The whole company incorporation process takes approximately four weeks to complete from start to finish.
In November 2013, Healy Consultants provides Bill with a complete company kit including i) Original Business registration certificates and ii) Original Tax Registration Certificates. For our continuous improvement, Healy Consultants also emailed George an Engagement Feedback Survey for his completion.
Disclaimer: Healy Consultants Group PLC neither has an office nor staff in Mauritius nor is it licenced as a management company under Section 77(1) of the Financial Services Act of 2007 or in any other way by the Financial Services Commission.