Provision Related to Disqualification of Company Secretary
Requirement for a secretary
- A company shall have at least one secretary who shall be : a. a natural person; b. eighteen years of age and above; and c. a citizen or permanent resident of Malaysia,who shall ordinarily reside in Malaysia by having a principal place of residence in Malaysia.
- A secretary shall be : a. a member of a body as set out in the Fourth Schedule;b. a person licensed by the Commission under section 20g of the Companies Commission of Malaysia Act 2001.
- For the purposes of paragraph (2)(a), the Minister may prescribe any professional body or any other body by notification in the Gazette and may impose any term and condition as he thinks fit.
- The company and every director who contravene this section commit an offence.
Disqualification to act as a secretary
- A person shall be disqualified to act as a secretary if : a. he is an undischarged bankrupt; b. he is convicted whether in or outside Malaysia of any offence referred to in section 198; or c. he ceases to be a holder of a practicing certificate issued by the Registrar under section 241.
- Notwithstanding subsection (1), if the Registrar is of the opinion that a person has failed to act honestly or use reasonable diligence in the discharge of his duties as a secretary, the Registrar may require the person to show cause why his practising certificate should not be revoked or why he should not be disqualified from acting as a secretary of a company.
- If a person continues to act as a secretary for a company after the person is disqualified under this section without leave of the Court, the secretary and every director who knowingly permits the person to act in that capacity commit an offence.