Essential Role of Companies Commission of Malaysia for MSBR

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ESSENTIAL ROLE OF COMPANIES
COMMISSION OF MALAYSIA FOR
MALAYSIA STATISTICAL BUSINESS
REGISTER DEVELOPMENT
WAN ZARAZILLAH BIN WAN ABU BAKAR
CORPORATE DEVELOPMENT AND POLICY DIVISION
4 FEBRUARY 2015
1
AN OVERVIEW OF COMPANIES
COMMISSION OF MALAYSIA (SSM)
HISTORY OF FORMATION OF SSM
ROC
(Est. 1898)
ROB
(Est. 1939)
COMPANIES COMMISSION OF
MALAYSIA ACT 2001 (Act 614)
Established in April 2002
OBJECTIVE
1) To ensure systematic and dynamic growth of the corporate and business sector.
2) To ensure the conduct of business is in accordance with the laws and principles of
corporate governance.
3) Towards the establishment of an autonomous, flexible and responsive regulatory
authority.
3
SSM’S ORGANIZATIONAL STRUCTURE
COMMISSION
MEMBERS
CHIEF EXECUTIVE OFFICER
TRANFORMATION
MANAGEMENT
SECTION
COMMISSION
SECRETARY
DEPUTY CHIEF EXECUTIVE
(OPERATIONS)
DEPUTY CHIEF EXECUTIVE
(SERVICES)
SENIOR DIRECTOR
ENFORCEMENT
CORPORATE
DEVELOPMENT AND
POLICY DIVISION
CORPORATE RESOURCES
DIVISION
LEGAL SERVICES DIVISION
REGISTRATION SERVICES
DIVISION
ICT DIVISION
COMPLIANCE DIVISION
BUSINESS DEVELOPMENT
MARKETING DIVISION
TRAINING ACADEMY
(COMTRAC)
INVESTIGATION DIVISION
PUBLIC AFFAIRS SECTION
COMPLAINTS SECTION
BRANCH OPERATIONS
SECTION
INTERNAL AUDIT
4
SSM’S COMMISSION MEMBERS
Appointed by the Minister consisting of:
a Chairman;
the Chief Executive Officer;
Minimum 5 and not more than 7 other persons:
 3 from the public service; and
 4 from the private sector.
5
SSM’S VISION STATEMENT
VISION STATEMENT
SSM’s VISION STATEMENT
“To Be A World Class Corporate Registry and
Regulatory Authority That Meets Business Needs
Through Effective Registration, Information,
Regulation and Advice.”
7
SSM’S CORPORATE VALUES
CORPORATE VALUES
CONTINUOUS
KNOWLEDGE AND
SKILL
ENHANCEMENT
TEAMWORK
INTEGRITY
CUSTOMER ORIENTED
RESULT-DRIVEN
9
SSM’S PRESENCE NATIONWIDE
STATE AND BRANCH OFFICES NATIONWIDE
Population of Malaysia 30,381,089
Total Number of Staff 1,218
PULAU LANGKAWI
KANGAR
ALOR SETAR
KOTA BHARU
KUALA TERENGGANU
BUTTERWORTH
IPOH
KUANTAN
LABUAN
KUALA LUMPUR
KOTA
KINABALU
TEMERLOH
SHAH ALAM
MIRI
SEREMBAN
TAWAU
MELAKA
JOHOR BAHRU
MUAR
STATE OFFICE: 15
KUCHING
BRANCH OFFICE: 5
URBAN TRANSFORMATION CENTRE : 4
11
11
FUNCTIONS AND POWER OF SSM
FUNCTIONS & POWER
Focal Point for Incorporation of Company and
Business Registration
Centre for Corporate and Business Information
Corporate Regulator
Promoter for Good Governance
Centre for Corporate Training
13
1. COMPANIES COMMISSION OF MALAYSIA ACT 2001
An Act to establish the Companies Commission of
Malaysia, to provide for its functions and powers
and for matters connected therewith.
ADMINISTRATION
OF PRESCRIBED
LAWS
2. COMPANIES ACT 1965
An Act to provide for the registration,
administration and dissolution of companies and
corporations
3. LIMITED LIABILITY PARTNERSHIPS ACT 2012
An Act to provide for the registration,
administration and dissolution of limited liability
partnerships (LLP)
4. REGISTRATION OF BUSINESSES ACT 1956
An Act to provide for the registration of businesses
5. TRUST COMPANIES ACT 1949
An Act to provide for registration and regulation of
trust companies in Malaysia.
6. SUBSIDIARY LEGISLATIONS UNDER THE ABOVE ACTS
14
REGULATION
OF
CORPORATIONS
AND
BUSINESSES

Regulates and enforce matters relating to the laws
administered by SSM;

Conducts continuous monitoring, inspection and
surveillance exercises in ensuring compliance;

Carries out enforcement action on non-compliance;

Administers matters on closing a business (strikingoff, winding-up);

Regulates and monitors corporate intermediaries:
 Company Secretaries
 Auditors
 Liquidators
 Directors & officers of Companies
15
PROMOTE
CORPORATE
GOVERNANCE
 Encourage and promote proper conduct amongst
directors, secretaries, managers and other
officers of a corporation, and self regulation by
corporations, companies, businesses, industry
groups and professional bodies.
Activities carried through:
 Training (CDTP, LSTP, CSTP);
 Dialogues (Annual Dialogues);
 Seminars;
 Consultative Forums;
 Awareness Programmes; and
 Publicity blitz.
16
Company and Business Profile
Financial Analysis
CUSTODIAN OF
CORPORATE
INFORMATION
e-Info Image
Directors Information/Profile
Company Watch
CUSTOMIZED Statistics
Closing of Business Application
List of Company Charges
B2B Integration
17
RESEARCH AND
STUDIES ON
CORPORATE
BUSINESS
ACTIVITIES

Review on laws administered by SSM

Corporate Law Reform – Review of the
Companies Act 1965

Public Consultation on LLP

Survey on Corporate Responsibility

Providing opinions on legislations
related to corporations, businesses
and limited liability partnerships
18
SNAPSHOT ON COMPANIES, BUSINESSES
AND LLPs
TYPES OF COMPANIES AND BUSINESSES IN
MALAYSIA
COMPANIES
(CA 1965)
Limited by
Shares
Limited by
Guarantee
Limited by Shares &
Guarantee
Private
Sole
Proprietorship
Partnership
Unlimited
Public
Listed
Exempt Private
Company
BUSINESSES
(ROBA 1956)
Not Listed
Non-Exempt
Private Company
NOTE:
Foreign
companies
incorporated
in
other
jurisdictions may be registered
as a branch under CA 1965.
20
MAIN DIFFERENCES BETWEEN COMPANIES &
BUSINESSES
Companies
 A company is a legal personality,
separate from its owner &
management.
 The life cycle of a company ends
when it is wound up.
 No need for renewal of incorporation.
 The profit generated by the company
is divided amongst the shareholders.
 Required to submit annual returns
and audited financial statements to
the Registrar of Companies (SSM).
 Required to hold annual general
meetings.
Businesses
 A business does not have a legal
personality and is not separate from
its owner.
 The life cycle of a company ends
when it is terminated or its
registration is not renewed.
 Renewal of registration may be done
annually, every two years or every
three years.
 The profit generated by the business
belongs to the owner.
 Not required to submit annual
returns and audited financial
statements.
 Not required to hold annual general
meetings.
21
NUMBER OF COMPANIES INCORPORATED
TOTAL COMPANIES : *1,113,465
TOTAL ACTIVE COMPANIES : 483,748
LOCAL COMPANIES : 1,108,842
FOREIGN COMPANIES : 4,623
AVERAGE REGISTERED PER YEAR :
42,250
AVERAGE REGISTERED PER MONTH :
4,100
*As at 31 December 2014
22
TOTAL BUSINESSES REGISTERED
TOTAL BUSINESS REGISTERED :
5,634,101
TOTAL SOLE-PROPRIETORSHIPS :
4,469,576
TOTAL PARTNERSHIPS : 1,164,525
AVERAGE PER YEAR : 261,897
AVERAGE PER MONTH : 27,700
* As at 31 December 2014
23
LIMITED LIABILITY PARTNERSHIP ACT 2012
Launched:
5 February 2013
*
Total LLPs: 3,744
*As at 31 December 2014
24
PRODUCTS & SERVICES
…FAST, ACCURATE & EASY
SSM’S PRODUCTS & SERVICES
26
SSM’S SERVICES
e-Info
e-Lodgement
MyCoID
SSM
Services
LLP
1 Hour Registration of
Business
1 Day Incorporation
Business Registration
Mobile Counter
27
SSM’S PRODUCTS
Corporate Information Supply
Corporate and Business
Information Data (CBID)
SSM Products
Commemorative Certificate
Company Incorporation Tender
Number
Publication
28
1. e-Info
* Kick off on July 2006
*Companies Act
1965
*Registration of
Businesses Act
1956
*Real-time
information directly
from SSM database.
* Internet Platform
for search and
purchase of company
and business
information online.
*Available online
24/7, 7 days a
week.
* Accessible via
www.ssm.com.my
*Information
purchased is sent by
email.
*Call center service
24/7.
29
1. e-Info (cont.)
The services available under SSM e-Info services are as follows:
• Company Profile (ROC)
Company Profile information include company name, company registration number and
check digit, previous name and date of change, total authorized and total issued,
directors, managers, shareholders, officers, company charges and summary of the latest
financial information.
• Business Profile (ROB)
business profile information include business name, registration number, type of
business and detail of owner and partners, business address, date of commencement,
and expiry date of current registration.
• Company Charges
company Chargers have detailed information about registered chargers for a particular
company including details of assets/properties charges which are not contained in the
profile information.
30
1. e-Info (cont.)
• Financial Comparison
financial Comparison is an extraction of information from two (2) most recent audited
balance sheets and profits & loss account of a particular company.
• e-Info Image
Are prescribed forms under the Companies Regulations 1966, used for specific purposes
in relation to relevant requirements under The Companies Act 1965. SSM e-Info allows
for purchase images registered document in TIFF.
• Business Termination Letter
Business Termination Letter is a certification from SSM, which certifies that the
registered Business had ceased to moderate on a specific date.
• Company Watch
SSM e-Info Company Watch allows anyone with an interest in any company to keep an
eye of changes made to the selected company which act as a very useful alert
mechanism to competitors, customers borrowers, suppliers, business partners, potential
investors and also to financial institutions..
31
2. e-Lodgement
“Lodge online. Fast and Easy”
• e-Lodgement enables lodgement of
companies and businesses statutory
documents online via SSM’s website.
• Introduced on 22 January 2008
32
2. e-Lodgement (cont.)
REGISTER AS PUBLIC SERVICE PORTAL (PSP) USER
UPDATE STATUS TO PSP
REGISTER AS SSM’s SUBSCRIBER
ONLINE FORM AND PAYMENT
APPROVAL
EMAIL NOTIFICATION OF APPROVAL/CERTIFICATE TO APPLICANT
33
CORPORATE INFORMATION: WHERE THE
JOURNEY BEGINS…
3. SSM’S CUSTOMIZED CORPORATE AND BUSINESS
INFORMATION DATA (CBID)
Corporate and business information data customized to
suit clients’ requirement.
Established in 2007, started eCBID in 2012.
Bulk Purchase on
Customized Company
Information
Bulk Purchase on
Customized Business
Information
List of Companies by
Major Industries in Malaysia
List of Companies/Businesses
by
State, Location and Postcode
Statistical Data
OR you can have it
ALL!!
35
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
36
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
Why Do You Need It?

For business growth information in a
respective location/area;

For marketing purposes or networking
collaboration;

For exclusive research and analysis; and

For business expansion analysis either
through joint venture or alliances.
37
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
CONTENTS OF CBID
CBID DATA
SCHEME
Company Data
Scheme (ROC)
Business Data
Scheme (ROB)
38
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
DATA SCHEME
DATA SCHEME : BUSINESS INFORMATION
• ROB 1 – Business Info
• ROB 2 – Ownership Info
• ROC 3 – Business Code
• ROC 5 – Branch Info
DATA SCHEME : COMPANIES INFORMATION
• ROC 1 – Company Info
• ROC 2 – Registered Address
• ROC 3 – Business Address
• ROC 4 – Business Code
• ROC 5 – Company Officer
• ROC 6 – Shareholders
• ROC 7 – Charges
• ROC 8 – Share Capital
• ROC 9 – Balance Sheet
• ROC 10 – Profit & Loss
• ROC 11 – Document Lodge Info
39
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
MIX & MATCH YOUR DATA
40
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
MIX & MATCH YOUR DATA WITH CBID
DATA SCHEME (COMPANY)
No.
Description
ROC1-COMPANY INFO
1 Company No
No.
Description
ROC3-BUSINESS ADDRESS
2
Angka Uji
1
2
Company No
Business Address1
3
Company Name
3
Business Address2
4
Company Status
D-dissolved
E- exist
W-windingUp
4
Business Address3
5
Business Address Town
6
Business Address State Code
7
Business Address Postcode
5
6
7
8
Incorporation Date
Company Category
G - Guarantee
S - Share
B - Limited By Share and Guarantee
U -Unlimited
Company Old Name
Company Name Changes Date
9
Winding Up Type
O - court order
M - members
C - creditors
S - strike off
10 Company Type
R –Private
U - Public
No.
Description
ROC4-BUSINESS CODE
1
Company No
2
Business Object Code
3
Priority
No.
Description
ROC5-COMPANY OFFICER
1
2
Company No
Person ID Type
3
Person ID
11 company country
4
Officer Name
12 Nature of Business
5
Birth Date
6
Officer Address1
No.
Description
ROC2-REGISTERED ADDRESS
1
Company No
2
Registered Address1
3
Registered Address2
4
Registered Address3
5
Registered Address Town
6
Registered Address State Code
7
Registered Address Postcode
7
Officer Address2
8
Officer Address3
9
Officer Address Postcode
10
Officer Address Town
11
Officer Address State Code
12
Officer Designation Code
13
Officer Start Date
14
Officer Resign Date
No.
Description
ROC6-SHAREHOLDERS
1 Company No
2 Person ID Type
3
4
Person ID
Shareholder Name
5
6
Birth Date
Total share
No.
Description
ROC7-CHARGES
1 Company No
2 charge No
3 Charge amount
4
5
6
7
8
date charge
chargee name
chargee id
charges status
date form 40
No.
Description
ROC8-SHARE CAPITAL
1 company no
2 authorised capital
3
4
5
6
7
8
9
10
11
number of shares
nominal value
number of shares
nominal value
other numbers of shares
other nominal value
ordinary issued cash
ordinary issued non cash
ordinary issued nominal
12
13
14
15
16
17
issued cash
issued non cash
issued nominal
other issued cash
other issued noncash
other issuednominal
No.
Description
ROC9-BALANCE SHEET
1
2
Company No
Audit Firm No
3
Auditor (Audit Firm Name)
4
Audit Firm Address 1
5
Audit Firm Address 2
6
7
Audit Firm Address 3
Audit Firm Address Postcode
8
Audit Firm Address Town
9
Audit Firm Address State Code
10
Date of Tabling
11
Account Type: N-Not Consolidated, YConsolidated
12
Financial Year End Date
13
Financial Report Type: Y-Unqualified,
N-Qualified
No.
Description
ROC10-PROFIT & LOSS
1
Company No
2
Account Type: N-Not Consolidated, YConsolidated
Financial Year End Date
3
4
5
Financial Report Type: Y-Unqualified,
N-Qualified
Revenue
6
Revenue
7
Profit / (loss) before tax
8
Profit / (loss) after tax
9
10
Minority Interests (Income Statement)
11
profit shareholder
12
prior adjustment
13
Net dividend
14
transferred
15
others
16
inappropriate profitcf
17
gross dividend rate
18
inappropriate profitbf
14
Non-current Assets
15
Total Investment
16
Current Assets
17
other asset
18
Contingent Liability
19
20
Share Capital
share premium
21
Unappropriated Profit
1
Company No
22
Minority Interests (Balancesheet)
2
23
Share Application Account
24
Long time deffered Liability
formType
557 - account
558 - exempted
document date
25
Current Liabilities
No.
Description
ROC11-DOCUMENT LODGE INFO
3
41
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
MIX & MATCH YOUR DATA WITH CBID
DATA SCHEME (BUSINESS)
ROB1 – BUSINESS PROFILE
ROB2-OWNERSHIP INFO
ROB3-BUSINESS CODE
ROB4-BRANCH INFO
1 Registration No.
1 Registration No.
1 Registration No.
1
Registration No.
2 Check Digit
2 Check Digit
2 Check Digit
2
Check Digit
3 Business Name
4 Reference No
3 Business Name
4 Owner Name
3 Business Name
4 Business Code
3
Business Name
4
Address
Business Name Type (Trade Name /
5 Individual Name)
6 Business Start Date
5 Owner Address
5 Malay Desc
5
Town
6 Owner Address Town
6 English Description
6
Postcode
7 Owner Address Postcode
7
State
8 Owner Address State
9 IC Colour
8
Branch Status
7 Date Of Expiration
8 Date Of Registration
9 Business Description
10 Business Status
11 Number Of Owner
12 Termination Date
13 Latest Amendment Date
14 Main Address
15 Main Town
16 Main Address
17 Main Postcode
18 Main State Code
19 Postal Address
20 Postal Postcode
21 Postal State Code
10 Other IC Colour
11 Old IC/ ID No
12 Id Card Type
13 New IC
14 Date Of birth
15 Gender
16 Race
17 Other Race
18 Nationality
19 Status
20 Amendment Type
21 Designation
22 Owner Start Date
Owner Resign Date (If Status Not
23 Active)
42
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
COMPANY AND BUSINESS – MALAYSIA
STANDARD INDUSTRY CLASSIFICATION 2008
43
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
FEE
 Company information fee is regulated under Companies Act 1965, second schedule
Rule 31A
Business information fee is regulated under Registration of Businesses Act 1956, second
schedule Rule 14
 Summary of fee according to the act:
Types of Data
Information
Fee
Company
Min RM100, more than 50 pages
RM 2 per page
Business
Min RM100, more than 10 pages
RM 10 per page
Company
Min RM100, more than 50 pages
RM 2 per page
Business
Min RM100, more than 10 pages
RM 20 per page
Listing
Statistic
44
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
DEPARTMENT OF STATISTICS
MALAYSIA
• Memorandum of Understanding (MoU) on 15 April 2009 for 5 years.
• Renew the MoU for another 3 years until 14 April 2017.
• The scope:
– Input on developing Malaysia Standard Industrial Classification (MSIC);
– Work together to ensure SSM applied the latest MSIC;
– SSM supply information through various channel including
electronically; and
– Training and briefing to both officers in relevant areas such as data
collection and classification of industries.
45
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
DEPARTMENT OF STATISTICS
MALAYSIA
• Started buy corporate and business information through CBID in 2012, in
text format file/excel (softcopy) in CD. Information provided by SSM are
based on specification information required by DOSM.
• Information acquired by DOSM is referring to corporate and business
information in form of list and statistics.
• Type of info required is based on current requirement by DOSM.
• DOSM only purchase information when needed. Data requirements are
different for each year according to the study being conducted.
46
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
SAMPLE LIST OF COMPANIES
47
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
SAMPLE LIST OF BUSINESSES
48
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
SAMPLE OF STATISTICS
TOTAL COMPANY BY SECTOR
Sector
Agriculture, forestry and fishing
Mining and quarrying
Manufacturing
Electricity, gas, steam and air conditioning supply
Water supply; sewerege, waste management and remediation activities
Construction
Wholesale and retail trade; repair of motor vehicles and motorcycles
Transportation and storage
Accommodation and food service activities
Information and communication
Financial and insurance/takaful activities
Real estate activities
Professional, scientific and technical activities
Administrative and support service activities
Education
Human health and social work activities
Arts, entertainment and recreation
Other service activities
Business Sector
No of Business
93,783
2,939
160,405
5,154
7,316
154,948
697,394
93,759
267,631
16,793
44,767
3,600
100,000
110,879
22,896
17,581
17,346
112,580
1,929,771
49
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
OUR CLIENTS
50
3. SSM’S CUSTOMIZED CORPORATE AND
BUSINESS INFORMATION DATA (CBID) (Cont.)
 Data records of SSM companies and businesses are subject to
the provisions of law under the Companies Act 1965 and
Registration of Businesses Act 1956.
 Data record of companies and businesses registered in Malaysia
are dependent on the documents lodged by the company and
the business itself.
51
PUBLIC SERVICE DELIVERY: OUR COMMITMENT
52
4. MyCoID
• Single corporate identity
number
• Simultaneous registration
with participating agencies
• Online companies
incorporation via MyCoID
Portal
53
4. MyCoID
New Registration
User Authentication
Digital Forms
Payment Gateway
Participating Agencies
Common Application Platform
Portal
54
5. ADDITIONAL BUSINESS FRIENDLY SERVICES
EzBiz BUSINESS REGISTRATION RENEWAL KIOSK
EzBiz kiosk provides
self-service, userfriendly touch screen
transaction interface
for renewal of
business registration.
55
5. ADDITIONAL BUSINESS FRIENDLY SERVICES
MOBILE BUSINESS REGISTRATION COUNTER
SSM’s mobile
business registration
counter utilizes
mobile internet
connectivity in
reaching out to serve
the business
community.
56
THANK YOU
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