individual shareholder allowed (previously at least 2)
Single Director allowed (previously at least 2)
Articles of Association, Share certificate, Common Seal and AGM is now
optional. (previously mandatory)
Secretary can be
appointed 30days after incorporation (previously must appoint before
No more par value of
shares and share premium account, if new shares issued at a premium, all
proceeds go directly into share capital account.
limit reduced from max 7 years to max 5 years but penalties limit
increased from max RM250k to max RM3million.
shareholders approval on all substantial transactions, directors fees,
benefits and related party transactions. (Previously only disclosed in
audited report after RPT happened, now need shareholders consent before
it takes place)
provide loan/guarantee to directors (Previously can give loan but subject
to deemed interest on tax treatment)
provide tax-free payment to directors (Previouly if company pays for
directors' personal tax, the payment will be add back under Company's tax
the new Companies Act 2016 simplify things up for small companies, increase
protection for shareholders and increase Director's duty and liability.
that if your company incorporated under Companies Act 1965 and has Memorandum
and Articles of Association, you still need to refer on it on your
shareholders' rights and Directors' duties as it is still a valid constitution
for your company.
update me if anything worth mentioning is missed out and if I made any mistake
on the information.