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Requirement of Labuan Offshore
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Offshore Companies
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Labuan Offshore Companies are available and can be activated within 3 working days. The standard company kit includes:
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- registers of directors, secretary, shareholders, transfers and charges book of share certificates
- set of memorandum and articles of association
- common seal
- rubber chop
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If a company is required urgently, we recommend acquiring an Offshore company with our designated nominees as shareholder and director, and subsequently performing the necessary changes.
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Name
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The incorporation of a specially selected name of a company (together with your recommended director and shareholder) takes approximately two weeks.
The company name cannot be similar or the same as existing company names. The words “Royal”, “Bank” or “Trust” should be avoided except in specific situations.
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Share Capital
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There is no minimum authorized share capital requirement, however our standard companies include an authorized share capital of US$10,000 ordinary share at a nominal value of US$1 per share which one share is required to be issued.
Shareholders may either be individual or corporate.
Share capital can be held in any currency other than Malaysian Ringgit.
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Directors
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There must be at least one director, which can be either corporate or individual. The director may be a non-resident or resident of Malaysia. You may appoint an officer of a Trust Company to be a nominee resident director of the Labuan offshore company.
Particulars of the directors must be filed with the Companies Registry.
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Company Secretary
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The company must have a resident secretary (individual or corporate) which must be appointed from a Trust Company.
Particulars of the company secretary must be filed with the Companies Registry.
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Registered Office
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All Offshore companies must have a registered office in Labuan.
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Annual Members’ Meeting
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All companies must hold a members meeting to receive the accounts (audited or unaudited) not more than 9 months from the date of closing the accounts.
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Annual Return
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An annual return must be filed 30 days prior to the companies’ anniversary date of incorporation.
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Audit
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A Labuan Offshore Company needs to have an audit performed by an approved auditor if the company is engaged in offshore trading activities and does not elect to pay the flat tax of RM20,000.
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Business Registration
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An annual fee of RM2,600 is payable 30 days after the anniversary date of incorporation to renew the registration of the company for another 12 months.
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Tax Return And Statutory Declaration
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Labuan offshore companies who are engaged in offshore trading activities are subject to corporate profits tax, which will be levied at 3% on assessable net profits as per the audited accounts. A return and a statutory declaration will be required to be submitted.
Alternatively, the companies can elect to pay a flat tax of RM20,000. In this case, a statutory declaration and a prescribed from will be required to be submitted.
For offshore companies who are engaged in non-trading activities, no tax shall be payable for income earned through these activities. In such cases only a statutory declaration will be required to be submitted.
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