Notification of Change in the Nature of Business in Malaysia
- Roger Pay
- Jul 7, 2025
- 7 min read
Business Nature Change in Malaysia
In Malaysia, any change in the nature of business for a registered company or business must be notified to the Companies Commission of Malaysia (Suruhanjaya Syarikat Malaysia - SSM). This is a crucial compliance requirement under the Companies Act 2016 for companies and the Registration of Businesses Act 1956 for sole proprietorships and partnerships.
Here's a breakdown of the process and key considerations:
For Companies (Sdn. Bhd., Bhd., etc.):
Timelines: A company is required to notify SSM within 14 days from the date such change in the nature of business takes effect (i.e., the date the resolution approving the change was passed).
Procedure:
Board and Shareholder Resolution: The company's directors will typically pass a Board Resolution, and shareholders will pass an Ordinary Resolution (or Special Resolution if the change is significant or requires alteration to the company's constitution) to approve the change in business nature.
MSIC Codes: You will need to identify the appropriate Malaysia Standard Industrial Classification (MSIC) codes that accurately describe your new or updated business activities. Companies usually list up to three MSIC codes.
Business Description: A detailed business description (up to 200 words) should also be prepared to further clarify the nature of your business.
Lodgement with SSM: The change is typically lodged with SSM through the company secretary. This often involves submitting a "notification of change in the business address and/or nature of business" form (refer to Practice Directive 2/2017 by SSM).
Updated SSM Profile: Once approved by SSM, your company's updated profile will reflect the new business nature.
Importance: Notifying SSM ensures your company's records are accurate and up-to-date, which is vital for compliance and for other authorities (e.g., tax authorities like LHDN and Royal Malaysian Customs Department). Failure to notify can lead to penalties and fines.
Professional Assistance: It is highly recommended to engage a company secretary or a professional firm to assist with this process, as they can ensure all necessary documents are prepared correctly and submitted in compliance with the Companies Act 2016.
For Sole Proprietorships and Partnerships:
Timelines: Changes in business particulars, including the type of business (nature of business), must be registered with SSM within 30 days from the date of the changes.
Procedure:
Form B (Changes of Business Particular): You will need to complete and submit Form B, which is specifically for changes in business particulars.
Online or Counter Submission: You can submit the application online via the SSM Ezbiz Online services or over the counter at an SSM office. Note that certain changes, like information about owners or partners, may only be done over the counter.
Signatures: Every business owner and partner must sign the completed form.
Supporting Documents: You may need to attach documents such as the owner's and/or partner's identity cards and the original Business Registration Certificate. For certain types of businesses, supporting documents or approval letters from relevant agencies might be required.
Fees: There is a registration fee for changes in business particulars (e.g., RM20.00).
Requirements:
The new nature of business must align with the business name and not be for unlawful purposes or prejudicial to public order or morality.
Only registered businesses that have not expired can notify changes.
The owner or one of the partners is typically allowed to submit the application.
Penalties: Carrying on business without submitting the changes to the registered particulars is an offense and can lead to a fine or imprisonment.
General Advice:
MSIC Codes: Always refer to the Malaysia Standard Industrial Classification (MSIC) codes when defining or changing your business nature, as these are the official classifications used by SSM and other government agencies.
Seek Clarification: If you have any doubts, it's best to contact SSM directly or consult with a legal professional or business consultant in Malaysia.
By following the proper procedures and timelines, businesses can ensure they remain compliant with Malaysian regulations.
Fees
The fees for notifying a change in the nature of business in Malaysia depend on the type of business entity:
For Sole Proprietorships and Partnerships:
Registration of Change of Business Particular (Form B): RM20.00
Registration of Change of Branch address: RM5.00 for each branch (if applicable).
Business Information Print-out (optional): RM10.00
These changes are typically submitted using Form B (Changes of Business Particular) through SSM Ezbiz Online or over the counter at an SSM office.
For Companies (Sdn. Bhd. - Private Limited Company):
There isn't a specific, separate "change of business nature" fee listed by SSM for companies in the same way there is for sole proprietorships/partnerships. Instead, the change in business nature for a Sdn. Bhd. is usually managed as part of the company's internal compliance and reporting process, which involves:
Company Secretary Fees: The primary cost will be the professional fees charged by your appointed company secretary for preparing the necessary resolutions (Board Resolution and Shareholder Resolution), updating the company's records, and lodging the required notification with SSM. These fees can vary significantly depending on the company secretary. Some company secretarial firms might charge around RM60 - RM200 for a "Change of Nature of Business" resolution and lodgement as part of their ad-hoc services, or it might be included in a comprehensive secretarial package.
SSM Lodgement Fees (if any): While a direct fee specifically for "change of business nature" for companies isn't explicitly listed in the general SSM table of fees, any alterations or amendments to the company's constitution (if the change in business nature necessitates such an alteration) or other related filings might incur a nominal lodgement fee. For example, the lodgement of an alteration or amendment of the constitution under Section 36 of the Companies Act 2016 is RM30.00.
Important Considerations:
Professional Services: For Sdn. Bhd. companies, engaging a company secretary is a legal requirement and they will handle the process for you. Their fees will be the main cost.
Timeliness: Regardless of the business type, it's crucial to adhere to the prescribed timelines for notification (14 days for companies, 30 days for sole proprietorships/partnerships) to avoid penalties.
MSIC Codes and Description: Ensure you have the correct Malaysia Standard Industrial Classification (MSIC) codes and a clear business description ready for your new business nature.
How Bestar can Help
Notification of Change in the Nature of Business in Malaysia
Bestar plays a vital role in helping businesses (especially Sdn. Bhd. companies) navigate the complexities of corporate compliance, including changes in the nature of business. Our expertise ensures that the process is smooth, compliant, and minimizes the risk of penalties.
Here's how we can help:
1. Expert Guidance and Advice:
Understanding Regulations: We possess in-depth knowledge of the Companies Act 2016, Registration of Businesses Act 1956, and other relevant regulations (like the Malaysia Standard Industrial Classification - MSIC codes). We can advise on the specific requirements and implications of changing your business nature.
Strategic Advice: We can offer strategic advice on the most appropriate MSIC codes and business descriptions to accurately reflect your new activities, ensuring alignment with your company's objectives.
Compliance with Other Laws: We can advise on whether the new business nature requires additional licenses, permits, or approvals from other government agencies (e.g., specific industry regulators).
2. Preparation of Documentation:
Resolutions: For Sdn. Bhd. companies, we will prepare the necessary Board Resolutions and/or Shareholder Resolutions (Ordinary or Special) to formally approve the change in business nature. This ensures that the internal corporate governance is properly documented.
Forms: We will prepare and complete the relevant forms required by SSM for notification. For sole proprietorships/partnerships, this is typically Form B. For companies, it involves updating their profile and submitting the necessary notifications.
Supporting Documents: We will ensure all required supporting documents are in order and properly certified, if necessary.
3. Lodgement with SSM:
Timely Submission: We ensure that all required documents are filed with SSM within the stipulated timelines (14 days for companies, 30 days for sole proprietorships/partnerships) to avoid late filing penalties.
Accurate Filing: We ensure the information submitted is accurate and complete, reducing the chances of rejection or delays by SSM.
Online and Manual Filing: We are proficient in using SSM's online platforms (e.g., MyCoID, Ezbiz Online) or handling manual submissions at SSM counters, as required.
4. Maintaining Statutory Records:
Updating Registers: For companies, we are responsible for updating the company's statutory registers (e.g., Register of Directors, Register of Members, Register of Secretaries) to reflect the change in business nature.
Minute Books: We will ensure that the minutes of the board and shareholder meetings approving the change are properly recorded and kept in the company's minute book.
Company Constitution (M&A): If the change in business nature necessitates an amendment to the company's constitution (Memorandum and Articles of Association), we will guide you through this process, including preparing and lodging the necessary amendments with SSM.
5. Liaison with SSM and Other Authorities:
Communication: We act as a primary point of contact with SSM, handling any queries or requests for further information that may arise during the processing of your application.
Troubleshooting: If there are any issues or discrepancies, we can effectively communicate with SSM to resolve them.
Inter-Agency Coordination: For complex changes that involve multiple regulatory bodies, we can help coordinate with these agencies to ensure all requirements are met.
6. Ongoing Compliance:
Monitoring Changes: We keep abreast of changes in relevant laws and regulations, advising the company on how these might impact their new business nature and ongoing compliance obligations.
Annual Compliance: Beyond the specific change, we ensure the company adheres to its regular annual compliance requirements with SSM (e.g., annual returns, financial statements).
In summary, Bestar provides invaluable assistance by:
Saving time and effort: You don't have to navigate the complex legal and administrative processes yourself.
Ensuring compliance: We minimize the risk of non-compliance, penalties, and legal issues.
Providing peace of mind: You can focus on your core business activities, knowing that your corporate governance and compliance matters are in capable hands.
Offering expertise: We provide specialized knowledge and advice that is crucial for making informed decisions.
For any Sdn. Bhd. in Malaysia, having a qualified company secretary is a legal requirement, and our role extends far beyond just administrative tasks to being a strategic advisor on corporate governance and compliance.