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Confirmation Statement
I need a confirmation statement for an annual general meeting that verifies the company's compliance with statutory obligations, including the filing of financial statements and the appointment of directors, with a summary of any significant changes in the company's structure or operations over the past year.
What is a Confirmation Statement?
A Confirmation Statement is a yearly filing that Malaysian companies must submit to the Companies Commission (SSM) to verify their business information is accurate and up-to-date. It replaces the old Annual Return and covers key details like company directors, shareholders, registered office address, and business activities.
Companies need to file this statement within 30 days after their anniversary of incorporation, along with a processing fee. This requirement helps SSM maintain reliable public records and ensures businesses stay compliant with the Companies Act 2016. Small changes can be reported through the statement, while major updates still need separate notifications.
When should you use a Confirmation Statement?
Every Malaysian company needs to file a Confirmation Statement annually, starting from their incorporation date. For example, if your company was registered on March 15, you must submit the statement between March 15 and April 14 each year. This timing helps SSM maintain accurate records of your business details.
File your Confirmation Statement when making minor updates to company information, like changes in business activities or contact details. However, major changes such as new directors or share transfers require separate forms. Missing the filing deadline can result in penalties, so many companies set calendar reminders 30 days before their due date.
What are the different types of Confirmation Statement?
- The Malaysian Confirmation Statement comes in two main forms: the standard online submission through SSM's MYCOID portal, and the offline Form AR version for companies without internet access. Both require the same core information but differ in processing time. Companies can also choose between a basic statement reflecting minimal changes and a detailed version noting minor updates to business activities, contact information, or nature of business descriptions.
Who should typically use a Confirmation Statement?
- Company Directors: Responsible for ensuring the Confirmation Statement is filed accurately and on time, often delegating the preparation to company secretaries while maintaining oversight.
- Company Secretaries: Usually handle the actual preparation and submission of the statement, gathering necessary information and managing compliance deadlines.
- SSM Officers: Review submitted statements, maintain public records, and enforce compliance requirements under the Companies Act 2016.
- Shareholders: Their details must be accurately reflected in the statement, though they typically don't participate in its preparation.
How do you write a Confirmation Statement?
- Company Details: Gather current registered office address, business activities, and nature of business information.
- Stakeholder Information: Compile updated list of directors, shareholders, and their personal details including identification numbers.
- Share Structure: Review share capital details, any transfers during the year, and current shareholding percentages.
- Changes Log: Note any minor changes made since last filing that haven't required separate notifications.
- Filing Timeline: Check your company's incorporation date to determine the correct submission window.
- Payment Details: Prepare the processing fee payment through SSM's online portal.
What should be included in a Confirmation Statement?
- Company Identification: Registration number, incorporation date, and registered business name.
- Business Details: Principal business activities, registered office address, and contact information.
- Director Information: Full names, identification numbers, and residential addresses of all directors.
- Share Structure: Total issued shares, share classes, and shareholders' information.
- Declaration Section: Statement confirming information accuracy, signed by director or company secretary.
- Compliance Statement: Confirmation of adherence to Companies Act 2016 requirements.
- Filing Period: Clear indication of the financial year or period covered.
What's the difference between a Confirmation Statement and a Certification Statement?
The Confirmation Statement is often confused with the Certification Statement, but they serve different purposes in Malaysian corporate compliance. While both involve formal declarations, their scope and timing differ significantly.
- Filing Frequency: Confirmation Statements must be filed annually on a fixed date based on incorporation, while Certification Statements are issued as needed for specific circumstances or transactions.
- Information Scope: Confirmation Statements provide a comprehensive update of company details to SSM, including directors, shareholders, and business activities. Certification Statements typically focus on certifying specific facts or circumstances for a particular purpose.
- Legal Effect: Confirmation Statements fulfill a statutory requirement under the Companies Act 2016, while Certification Statements serve as evidence or verification for specific business matters or third-party requirements.
- Processing: Confirmation Statements are filed through SSM's portal with standard fees, whereas Certification Statements may require different authorities or verification processes depending on their purpose.
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