Sole Proprietorship | Partnership | Limited Liability Partnership | Limited Company (Sdn Bhd) |
Owned by 1 individual | Jointly owned by 2 – 20 individuals Equal rights for managing the business | Owned by at least 2 individuals | Owned by 1 – 50 shareholder(s) The ownership is transferable |
Creditors can sue the owner for all debts the business owed | Creditors can sue all partners of the business for all debts the business owed | Members’ personal assets are protected from liabilities | Liabilities borne by director or shareholder are to the extent of unpaid shares only |
Less paperwork and less additional legal formalities (compare to LLP and Sdn Bhd) | Less paperwork and less additional legal formalities (compare to LLP and Sdn Bhd) | Must lodge annual declaration and solvency statement with SSM | Must file Annual Return and Financial Statement every calendar year |
No need to be audited | No need to be audited | Not compulsory to be audited | Required to be audit |
The business will be terminated if the owner died | The business continuity will be affected if one of the partners died | The company will exist even if the partner passed away | The company will exist even if the key director/ shareholder passed away |
Cannot enjoy the preferential tax rate given for small companies | Cannot enjoy the preferential tax rate given for small companies | Preferential tax treatment on first RM500,000 of chargeable income | First RM500,000 : 17% Subsequent : 24% If Paid Up Capital less than RM2.5 Million |
- Advantages of a SDN BHD
- Personal wealth protection 个人资产的保护
- Continuous existence 持续的存在
- Transferable ownership 可转让所有权
- Lower tax rate 较低的税率
- Higher tax saving 更高的节税
- Foreigner is also allowed for set up a SDN BHD 外籍人士也能注册公司
- Personal Wealth Protection
- The liability of its members is limited to the amount, if any, unpaid on shares held by the members only 其成员的责任仅限于由成员持有的股份未支付的金额(如有)
- A company incorporated under Companies Act 2016 is a body corporate and shall 注册于2016年公司注册法的公司是一个法人团体
- Have legal personality separate from that of its members 法人资格与其成员的独立
- Continuous Existence
- A company incorporated under Companies Act 2016 is a body corporate and shall continue in existence until it is removed from the register
- The company will exist even if the key director/ shareholder passed away 即使主要的董事或股东过世了,其公司还是存在的
- Tax Rate
- Tax rate for an enterprise will be based on personal income tax rate while for a private limited company (SDN BHD) will be based on company tax rate 企业(独资经营者或合伙经营者)的税率是根据个人所得税的税率而私人有限公司的税率是根据公司的税率计算
- Shareholder can declare dividend while director can receive director’s fees or director’s remuneration
- For a SDN BHD, shareholder can take out profits from the company (provided that the company is solvent) 股东能够从利润中宣派股息
- Director can also receive salary from the company 董事也能领取薪水或董事费
- All these will be seem as drawing for an enterprise
Tax Rebate: https://www.ycsaccounting.com.sg/latest-news/malaysia-news-2/358-tax-rebate-for-newly-incorporated-smes