Companies Act 2016 have finally come into force on 31st January 2017. It is said to create an environment that is more cost-effective for businesses .
Main changes that YOU SHOULD KNOW :-
- One Person Company – Private companies can now be incorporated with one person being the only director and the only shareholder. Besides, the appointment of the first company secretary can be made within 30 days from the date of incorporation of the company.
- Removed Authorised Share Capital – Private companies would no longer have Authorised Share Capital. There will only be Paid Up Capital.
- No Par Values Shares – This means that issuance of shares no longer carries a par value.
- Memorandum & Articles of Association (M&A) – M&A is no longer needed for incorporating a new company. For existing company with M&A, the M&A will now be deemed to be the Constitution. It is recommended that companies review their M&A and make appropriate amendments, construct a Constitution; or choose not to have their own M&A / Constitution.
- Common Seal Not a MUST HAVE – Companies are no longer required to have a common seal.
- Annual General Meeting – Private companies are no longer required to hold AGM as it can be simplified by passing written resolutions, unless constitution stated otherwise.
- Filing of Annual Return – The annual return shall be lodged not later than 30 days from the anniversary of the incorporation date. Previously, the annual return would be filed after the AGM.
- Dividends – Before declaring dividends, directors must be aware of the new solvency requirement.
- Form 9 Has Been Removed – Companies will only receive Notice of Incorporation upon successful incorporation. Certificate of Incorporation will be issued upon application by the company and upon payment of a prescribed fee.
- Publication of Name – A Company shall disclose its registered name and registered number on websites and all other forms of its business correspondence and documentation.
