Everycompany that has either been established or registered in Malaysia is required to have a minimum of one company secretary. The company secretary is required to be a resident in Malaysia, as well as a member of one of the prescribed professional bodies. Should the company secretary not be a member of any such bodies, the company secretary will need to be licensed by the Companies Commission of Malaysia (SSM) before being allowed to serve in that role. According to Sections 139A (a) and (b) of the Companies Act 1965, chartered accountants, chartered secretaries, lawyers, and licensed secretaries who are at least 18 years old, not bankrupt, and have not violated Section 130(1) of the Companies Act may all serve as company secretaries in Malaysia.
Company secretaries are responsible for a company’s general administration. They are also to ensure that the company is compliant with all existing regulatory and statutory requirements. Other duties of a company secretary include ensuring the integrity of the company’s governance framework, implementing any decisions which have been made by the board of directors, filing annual returns, and preparing board meetings.
Company secretaries are considered to be among the company’s officers, as they advise the board of directors. A company secretary is also the main point of contact for the company’s shareholders. This is especially so regarding matters related to corporate governance. Company secretaries are also essential to their companies with regard to corporate acquisitions, mergers, and disposals. This is because they ensure the effectiveness of all documentation and due diligence disclosures, enable adequate commercial evaluation before any transaction is completed, and ensure punctual execution of all documentation.