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WINDING UP PROCEDURES

FOR PRIVATE LIMITED COMPANIES


IN MALAYSIA

Procedures
1. Directors must prepare a Statement of Affairs of the company up to a latest month end
date showing net realisable value and estimated creditor payments and winding up
expenses

2. Members to pass Special reso. All members/or more than 90% of members must agree

3. Form 11 to be lodged with CCM within 7 days of passing resolution

4. Directors must then prepare a Statutory Declaration and lodge Declaration with
Statement of Affairs To CCM within 5 weeks of declaration

5. Advertise Notice of winding up in natiional newspaper

6. Statutory Declaration by Directors to be lodged with Official Receiver and CCM

7. Notice to creditors in newspaper to convene a meeting for the creditors within one
month of Statutory Declaration

8. At the EGM, Appoint Liquidator and file appointment and declaration to CCM

9. Liquidator will take over assets of the Company.

10. Liquidator to lodge updated Statement of Affairs

11. If there is a creditor claim, Liquidator will look into the claim and upon satisfaction
that it is valid, will pay the creditor from the realisable funds or will direct Company to
pay.

12. Advertise final meeting at least one month before meeting date

13. Convene Final Meeting and present final statement of affairs whereby excess realisable
assets will be returned to shareholders in the proportion of their shareholdings.

14. Final filing to CCM .

15. Company is dissolved if no objection raised after 3 months of the final lodgement of
the return.

The whole process will take from 12 months to 15 months for a company with no or
few assets and creditors and may extend to more than 2 years if case is more
complicated.

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