# Sdn Bhd Compliance Calendar: Every SSM Deadline

> Every dated duty a Malaysian Sdn Bhd owes SSM, sorted by what starts the clock — incorporation anniversary, financial year end, or an event during the year.

- Category: company-secretary
- Language: en
- Status: published
- Updated: 2026-07-20
- Canonical: https://negaraku.md/en/company-secretary/sdn-bhd-filing-calendar

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The reason Malaysian companies file late is rarely negligence. It is that the
duties run on **three unrelated clocks**, and no single SSM document lists them
together.

## Clock one: the incorporation anniversary

Only one duty runs off this clock, and it is the one most often mistimed.

The **annual return** is due within 30 days of the anniversary of the
incorporation date — s.68(1). Not the calendar year end. Not the financial year
end. A company incorporated on 14 March files by 13 April every year.

There is one carve-out: s.68(2) disapplies the requirement in the calendar year
in which the company is incorporated. Your first annual return is due on your
first anniversary, not in your first year.

Miss it three or more consecutive years and s.68(8) lets the Registrar strike
the company off under s.549.

## Clock two: the financial year end

Two duties, and they run in **series**, not in parallel.

1. **Circulate** the financial statements and reports to members within six
   months of financial year end — s.258(1)(a).
2. **Lodge** them with the Registrar within 30 days *from the date of
   circulation* — s.259(1)(a).

The lodgement clock does not start at year end. It starts when you circulate.
Circulating early therefore pulls the lodgement deadline forward. Worked through
with dates in
[circulating and lodging financial statements](/en/company-secretary/financial-statements-lodgement).

Both deadlines can be extended under s.259(2), but only on an application made
**before the period expires**, and Practice Note 3/2018 requires a private
company to apply at least seven days before the last day. See
[applying for an extension of time](/en/company-secretary/extension-of-time-ssm).

## Clock three: events during the year

These have no fixed date. They start when something happens, and almost all of
them are **14 days**.

| Event | Deadline | Section |
| --- | --- | --- |
| Director, manager or secretary appointed, ceases, or changes particulars | 14 days | s.58(1) |
| Change in the register of members | 14 days | s.51(1) |
| Change of registered office address | 14 days | s.46(3) |
| Change of address where records are kept | 14 days | s.47(3) |
| Allotment of shares — return of allotment | 14 days | s.78(1) |
| Creation of a charge over company property | 30 days | s.352(1) |
| Vacancy in the office of company secretary | 30 days | s.240 |
| Share certificate, on a shareholder's application | 60 days | s.98(1) |

The charge deadline is the one with teeth beyond a penalty. Under s.352(2) an
unregistered charge is **void against the liquidator and any creditor**, and
under s.352(3) the money secured becomes immediately payable. Missing that
deadline does not cost a fee — it costs the security.

## The retention clocks

Not filing deadlines, but dated duties all the same.

- **Accounting and other records**: entries within 60 days of completion of the
  transaction (s.245(2)); retain for **seven years** after completion of the
  transactions or operations to which they relate (s.245(3)).
- **Members' resolutions, minutes of members' meetings and sole-member
  decisions**: keep for at least **seven years** from the date of the
  resolution, meeting or decision (s.341(2)).

## Public companies add a fourth clock

A public company must hold its AGM within six months of financial year end and
not more than 15 months after the last AGM — s.340(2). Circulation is at least
21 days before the AGM under s.258(1)(b), and lodgement is within 30 days *from
the AGM* under s.259(1)(b). The extension lead time is 30 days before the last
day to hold the AGM, not seven.

Private companies are not required to hold an AGM under the Companies Act 2016.
If your constitution imposes one, that is a contractual duty, not a statutory
one.

## What is covered elsewhere

**Beneficial ownership.** Division 8A was inserted by the Companies (Amendment)
Act 2024 (Act A1701) and its duties have applied in full since 1 October 2024:
the company records a change in its register of beneficial owners within 14 days
of receipt under s.60C(4), then lodges it through e-BOS within 14 days of that
entry under s.60B(3) and (4). These run on their own clocks and are set out in
[filing BO information through e-BOS](/en/company-secretary/ebos-filing) rather
than repeated here.

The 30-day stamping deadline for an instrument of transfer is also off this page
— it sits under the Stamp Act 1949 and is administered by LHDN, not SSM.

## Common mistakes

- **Timing the annual return from the financial year end.** It runs off the
  incorporation anniversary, and the two rarely coincide.
- **Filing an annual return in the year of incorporation.** s.68(2) says you do
  not.
- **Treating the financial statement deadlines as one.** Circulation and
  lodgement are sequential; the second is triggered by the first.
- **Assuming a dormant company is exempt.** It is not — the annual return and
  the financial statement lodgement both still apply.
- **Letting the 14-day change notifications drift.** They are the quietest
  breaches and the easiest to accumulate, and s.58(4) carries up to RM50,000
  plus RM500 a day.
- **Registering a charge on day 31.** The penalty is the least of the problems.

## What's next

Anchor the calendar on two fixed dates — the incorporation anniversary and the
financial year end — then treat everything else as reactive. The event-driven
14-day duties are best handled by making them part of the board resolution that
creates the event, rather than a separate task afterwards.

## Sources

- Companies Act 2016 (Act 777), updated text 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)
- Companies (Amendment) Act 2024 (Act A1701) — https://www.ssm.com.my/Pages/Legal_Framework/Document/A1701%20BI.pdf (SSM)
- Companies Act 2016: Practice Directive No. 1/2017 (Revised 1 October 2024) — https://www.ssm.com.my/Pages/Legal_Framework/Document/Practice%20Directive%201_2017%20(Revised)%201%20Oct%202024.pdf (SSM)
- Companies Act 2016: Practice Note No. 3/2018 — Clarification on Application for Extension of Time — https://www.ssm.com.my/Pages/Legal_Framework/PDF%20Tab%205/pn_ss_609_2592_3404_eot.pdf (SSM)
- Part M — Annual Returns and Financial Reporting (SSM FAQ) — https://www.ssm.com.my/Pages/Legal_Framework/Document/PART%20M.pdf (SSM)

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