DISCLOSURE OF INFORMATION OF BENEFICIAL OWNER
Dear Sir/Madam,
DISCLOSURE OF INFORMATION OF
BENEFICIAL OWNER
We wish to inform that Suruhanjaya Syarikat Malaysia (SSM) had on March 1, 2020 issued the Guideline for the Reporting Framework for Beneficial Ownership (BO) of Legal Persons (“Guideline”). This Guideline can be downloaded from the SSM’s website at www.ssm.com.my.
The Guideline serves as a guide to assist all legal persons to understand and comply with the requirements to obtain, keep and hold up-to-date BO information, and to provide access in a timely manner for the purposes of BO reporting framework pursuant to the Companies Act, 2016 (CA 2016) and Limited Liability Partnerships Act 2012, as the case may be.
The Guideline provides a clarification to the definition of BO. Under the CA 2016, a “beneficial owner” is the ultimate owner of the shares and does not include a nominee of any description. The term “ultimate owner of the shares” is in turn, defined under the Guideline to be an individual (natural person) who meets one or more of the following criteria:
a) Has interest, directly or indirectly, in not less than 20% of the shares of the company;
b) Holds, directly or indirectly, not less than 20% of the
voting shares of the company;
c) Has the right to
exercise ultimate effective control, whether formal or informal, over the company or over the directors or the
management of the company;
d) Has the right or
power to directly or indirectly appoint or remove a director(s) who holds a
majority of the voting rights at meetings of directors; and/or
e) Is a member of the
company and, under an agreement with another member of the company, controls
alone a majority of the voting rights in the company.
For the purposes of enabling your
Company to comply with the obligation relating to the BO information, we have
prepared the Beneficial Ownership Declaration form for each member for your
kind attention.
Kindly arrange to print in one
(1) copy each and fill-up by the respective members. Upon signing thereof,
please return the same to us for our necessary action.
If your Company knows or have
reasonable cause to believe that any other person is a BO of your Company,
please inform us immediately.
We wish to draw your attention that a breach
of the Guideline could result in SSM taking action under Section 20E of the
Companies Commission of Malaysia Act 2001. This Section 20E is used where a
person has failed to comply with, among others, any guidelines issued under
Section 20C. Such a breach would allow SSM to direct the person to comply,
impose an administrative penalty, reprimand the person or direct the person to
take the necessary steps to remedy the breach.
Please be guided accordingly.
Thank you.
