Engagement Letter For Company Secretarial Services Template for Malaysia

When your company operates in Malaysia, appointing a qualified company secretary is not optional—it's a legal requirement under the Companies Act 2016. An Engagement Letter For Company Secretarial Services formalizes this critical appointment, creating a legally binding relationship between your company and the professional secretarial services firm you choose.

When do you need this document?

You need this engagement letter whenever your company appoints or changes its company secretary in Malaysia. This occurs during company incorporation when you must appoint a secretary within 30 days of registration, when your current secretary resigns or is terminated, or when you switch from an individual secretary to a professional firm. The document is also essential when expanding your secretarial services scope, such as adding compliance monitoring or corporate governance advisory services. If you're a foreign company establishing a Malaysian subsidiary, this letter becomes crucial for ensuring local compliance from day one.

Key legal considerations

The engagement letter must clearly define the scope of secretarial services, which typically includes maintaining statutory registers, preparing and filing annual returns, organizing board and shareholder meetings, and ensuring ongoing compliance with Companies Act 2016 requirements. Professional fees and payment terms require careful consideration, as does the termination clause outlining notice periods and handover procedures. Confidentiality provisions are essential given the sensitive corporate information company secretaries handle, while liability limitations protect both parties from unforeseen circumstances. The letter should address data protection obligations under the Personal Data Protection Act 2010, particularly regarding handling of directors' and shareholders' personal information.

Legal requirements in Malaysia

Under the Companies Act 2016, every Malaysian company must have a company secretary who is ordinarily resident in Malaysia and holds appropriate qualifications as specified by the Act. The appointed secretary must be a member of a prescribed body like MAICSA (Malaysian Institute of Chartered Secretaries and Administrators) or hold other recognized qualifications. Your engagement letter must comply with the Contracts Act 1950 to ensure enforceability, including proper offer and acceptance terms, consideration, and legal capacity of parties. Anti-Money Laundering and Anti-Terrorism Financing Act requirements may apply if your secretary provides additional compliance services. The letter should reference MAICSA professional guidelines to ensure adherence to industry best practices and professional standards throughout the engagement period.