Every Sdn Bhd in Malaysia is legally required to file an annual return with the Companies Commission of Malaysia (SSM) every year. Miss the deadline and you’re looking at late fees, director liability, and in serious cases, prosecution. This guide covers everything you need to know about the annual return in Malaysia — what it is, when it’s due, what it contains, and what happens if you don’t file.
What Is an Annual Return in Malaysia?
An annual return (Section 68 under the Companies Act 2016) is a mandatory yearly filing that confirms your company’s basic particulars to SSM. It is not the same as your company’s financial statements or income tax return — it is a snapshot of your company’s details as of your incorporation anniversary date.
Information included in the annual return:
- Registered office address
- Principal business activities
- Details of directors, managers, and company secretary
- Shareholder details and shareholding structure
- Share capital information
Who Must File an Annual Return?
All private limited companies (Sdn Bhd) registered under the Companies Act 2016 must file an annual return — regardless of whether the company traded during the year, generated revenue, or had any business activity. Even a dormant company must file every year without exception.
When Is the Annual Return Due?
Your annual return must be lodged with SSM within 30 days from the anniversary of your company’s incorporation date.
Penalties for Late Filing
Pursuant to Section 68 of the Companies Act 2016, directors and Company Secretaries of companies that fail to submit Annual Returns can be fined up to RM50,000 and a further RM1,000 for every day of continued non-compliance.
Never assume a dormant company has zero compliance obligations.
Who Files the Annual Return?
The annual return must be prepared and lodged by a licensed company secretary. Directors cannot file it directly. This is one of the core ongoing obligations of your cosec — if you are working with a competent company secretarial firm, the annual return should be filed on time.
At INCOM, we track your anniversary date, prepare the return, and submit it to SSM before the deadline — so you never have to worry about a missed filing.
Annual Return vs Financial Statements vs Tax Return
Many Sdn Bhd directors confuse three separate obligations. Here is the plain-language distinction:
Annual Return (SSM) — A yearly snapshot of company particulars lodged with SSM. Covers directors, shareholders, address, and share capital. No financial data. Due within 30 days of your company’s anniversary date.
Financial Statements (SSM / Auditor) — Your company’s profit and loss account and balance sheet, audited or unaudited. Prepare by Accountant, Audit by Auditor, File to SSM by Cosec. Circulation due within 6 months of your financial year-end.
Income Tax Return (LHDN / Tax Agent) — Your company’s tax filing with the Inland Revenue Board. Due within 7 months of your financial year-end.
All three have different deadlines and are filed with different authorities. Missing any one creates its own separate compliance problem with separate penalties.
Frequently Asked Questions
Can I file the annual return myself as a director?
No. The annual return must be prepared and lodged by a qualified company secretary. Directors cannot submit directly to SSM.
What if my company had zero transactions last year?
You must still file. There is no exemption from annual return obligations for dormant or inactive companies. The filing confirms the company’s existence and particulars, not its trading activity.
Final Thoughts
The annual return is one of the most basic — and most commonly missed — compliance obligations for Sdn Bhd companies in Malaysia. Dormant companies are especially at risk because founders assume that no trading activity means no compliance requirement. Know your company’s anniversary date, confirm your cosec has it tracked, and make sure you receive a filing confirmation every year.
At INCOM Corporate Services, annual return filing is a standing obligation tracked for every client. Clients can focus on running business while we handle the paperwork.
View our company secretary packages or book a free consultation to discuss your compliance needs.