# Registered Office: Rules, Change and the Public Access Duty

> What a Malaysian registered office must be, the s.46(2) duty to keep it open to the public during ordinary business hours, and the 14-day deadline to notify SSM of a change.

- Category: company-secretary
- Language: en
- Status: published
- Updated: 2026-07-20
- Canonical: https://negaraku.md/en/company-secretary/registered-office

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Every company secretarial firm in Malaysia sells a registered office service. Very
few of their web pages mention s.46(2) of the Companies Act 2016, which says the
registered office **shall be open and accessible to the public during ordinary
business hours**.

That is the whole product, stated as a statutory duty, and it is missing from the
marketing because it is the part that costs something to deliver. An address that
receives mail is not the same thing as an address a member of the public can walk
into and ask to inspect the register of directors.

## What does the Act actually require?

Section 46 is four subsections long and each one bites.

- **s.46(1)** — a company shall **at all times** have a registered office in
  Malaysia to which all communications and notices may be addressed. There is no
  grace period, including in the gap between one secretarial firm resigning and the
  next being appointed.
- **s.46(2)** — the registered office shall be open and accessible to the public
  during ordinary business hours.
- **s.46(3)** — the Registrar shall be notified of any change in the address of the
  registered office within **fourteen days** of such change.
- **s.46(4)** — the company and every officer who contravene this section commit an
  offence and are liable, on conviction, to a fine not exceeding **RM50,000**.

Two features of s.46(4) are worth pausing on. First, liability extends to every
officer personally, not just the company. Second, and unusually for this Division
of the Act, there is **no additional daily fine** for a continuing offence — the
neighbouring sections 47, 50, 51 and 57 all carry a further RM500 per day, and s.46
does not. That makes the headline exposure high and the drip lower.

## What has to be kept there?

Section 47(1) lists eleven categories of documents that a company shall keep at its
registered office:

| Item | Document |
| --- | --- |
| (a) | Notice of registration issued under s.15 |
| (b) | The constitution, if any |
| (c) | Certificates given under the Act or previous written law |
| (d) | All registers, books, records and documents required under the Act |
| (e) | Minutes of all meetings of members and resolutions of members |
| (f) | Minutes of all meetings and resolutions of the Board and Board committees |
| (g) | Copies of all written communications to all members or all holders of a class |
| (h) | Copies of all financial statements and group financial statements |
| (i) | The accounting records required under s.245 |
| (j) | Copies of all instruments creating or evidencing charges |
| (k) | Such other documents required to be kept by the Registrar |

Section 47(2) then allows any of these to be kept somewhere **other** than the
registered office, provided notice to that effect has been given to the Registrar —
with one exception. Paragraph (1)(e), the minutes and resolutions of members, is
expressly carved out. Members' meeting records stay at the registered office.

If the alternative address later changes, s.47(3) imposes its own 14-day
notification. This is a distinct duty from s.46(3), and moving offices frequently
triggers both at once. The penalty under s.47(4) is a fine not exceeding RM10,000
plus RM500 a day for a continuing offence.

## Do the records have to be on paper?

No. Section 49(1) allows the documents and records referred to in s.47 to be kept
in written form or in any other form or manner, electronic or otherwise, that
allows them to be easily accessible and reproduced into written form.

The trade-off comes in s.49(2) and (4). The company must take reasonable
precautions to prevent the records from being falsified, and a contravention of
s.49 carries a fine not exceeding **RM500,000** or imprisonment up to five years or
both — an order of magnitude above the rest of this Division. If a company
discovers a record has been falsified, s.49(3) requires it to inform the Registrar
immediately.

Section 48 supports all of this on the access side: documents that must be made
available for inspection have to be made available at the registered office or
another place allowed by the Act, the company must provide proper facilities to
enable inspection, and under s.48(3) the person inspecting is entitled to make
copies or take extracts.

## What else must physically be at the address?

Section 30(1) requires a company to display its registered name and company
registration number at its registered office, at every place where its business is
carried on, and at every place where its books are kept. Section 30(3) leaves the
manner of display to the Registrar to determine.

A contravention of s.30 is an offence under s.30(5) with no penalty stated in the
section itself, which means the default in s.588(2) applies: for an individual, a
fine not exceeding RM50,000 or imprisonment up to three years or both.

If the company has changed its name under s.28 or s.29, s.30(4) requires the former
name to appear beneath the present registered name for at least twelve months from
the date of the change.

## How do you change the registered office correctly?

The sequence is short and the order matters.

1. **Pass the board resolution** fixing the new address and its effective date.
2. **Move the s.47 documents** — or, if some will stay at a different address,
   confirm that the s.47(2) notice covering that address is already in place.
3. **Lodge the Section 46 notification with SSM within 14 days** of the change.
   The clock runs from the change, not from the board resolution approving it in
   principle.
4. **Check the s.47(3) trigger.** If the address where any registers or accounting
   records are kept has also moved, that is a second notification.
5. **Update the s.30(1) display** at the new premises, and on business letters,
   invoices, websites and other correspondence under s.30(2).

The address also has to be right on the next annual return: s.68(3)(a) requires the
registered office address, and s.68(3)(d) and (e) require the addresses where the
register of members and the financial records are kept if they are not at the
registered office.

## Common mistakes

- **Buying a mailbox and calling it a registered office.** Section 46(2) requires
  public access during ordinary business hours, and s.48(2) requires proper
  facilities for inspection.
- **Assuming s.46(3) covers everything.** Moving the place where accounting records
  or registers are kept triggers the separate s.47(3) notification.
- **Letting the office lapse during a secretarial handover.** Section 46(1) says
  "at all times". A gap is a breach even if the new address is filed promptly.
- **Moving the members' minute book off-site.** Section 47(2) permits alternative
  locations for everything in s.47(1) except paragraph (e).
- **Running the 14 days from the board resolution.** The clock in s.46(3) runs from
  the change of address itself.
- **Skipping the signage.** Section 30(1)(a) requires the registered name and
  registration number displayed at the registered office, and the s.588(2) default
  penalty for an individual reaches RM50,000.
- **Forgetting the twelve-month legacy name.** After a name change, s.30(4)
  requires the former name beneath the new one for at least a year.

## What's next

Walk the address. If a member of the public arrived at 10am on a Tuesday and asked
to inspect the register of directors under s.57(3), could the company produce it?
That single test resolves s.46(2), s.47(1) and s.48(2) at once. Then confirm which
records are actually held there and which have quietly migrated, using the
[minute books and records retention guide](/en/company-secretary/minute-books-and-records),
and check that any off-site address is covered by a lodged s.47(2) notice.

## Sources

- Companies Act 2016 (Act 777), reprint as at 1 August 2022 — https://www.ssm.com.my/Pages/Legal_Framework/Document/Companies%20Act%202016_Akta%20777_BI%20(1.8.2022).pdf (SSM)
- Notification for a Change in the Registered Address — Section 46 — https://www.ssm.com.my/Pages/Legal_Framework/PDF%20Tab%202/14._notification_for_a_change_in_the_registered_address_-_section_46.pdf (SSM)
- Companies Act 2016 — legal framework — https://www.ssm.com.my/Pages/Legal_Framework/Companies-Act-2016.aspx (SSM)

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