SSM Late Lodgement Fees and Compounds

Most Malaysian sites quoting SSM penalties are quoting figures they never checked, from a version of Practice Directive 1/2017 that has since been revised. The schedule below is taken from the revision dated 1 October 2024, which is the operative one.

The late lodgement penalty schedule

Paragraph 17 of Practice Directive 1/2017 (revised 1 October 2024) applies where a document is lodged later than the timeframe prescribed under the Companies Act 2016, or later than a period extended under s.609(2).

Length of delay	Private company	Public or foreign company
More than 7 days, not more than 3 months	RM50	RM150
More than 3 months, not more than 6 months	RM100	RM250
More than 6 months, not more than 12 months	RM150	RM300
More than 12 months	RM200	RM500

Two details that matter and are usually dropped:

• A delay of seven days or less attracts nothing. Every band starts at “more than 7 days”. This is a grace period in the schedule, not in the Act — the document is still late for every other purpose.
• The penalty is per document. Four overdue annual returns are four penalties, each assessed on its own delay.

Paragraph 16 also fills a gap in the Act: where no timeframe is prescribed for a document, the time to lodge is 30 days from when the requirement arises.

The Registrar can remit it

Paragraph 18 gives the Registrar a discretion to remit the late lodgement fee wholly or partly where he is satisfied that the omission to lodge in time was accidental or due to inadvertence, or that it is just and equitable to do so.

This is a real power, not a formality, and it is worth invoking with an explanation when the cause was genuinely outside the company’s control. It does not touch the statutory offence.

The penalties that are not on the fee schedule

The Practice Directive figures are administrative charges. The Companies Act 2016 imposes separate criminal penalties, and these are the numbers that actually price the risk.

Duty	Provision	Fine on conviction	Continuing offence
Lodge the annual return	s.68(9) — company and every officer	up to RM50,000	up to RM1,000 per day
Circulate financial statements	s.258(3) — company and every officer	up to RM50,000	up to RM500 per day
Lodge financial statements	s.259(3) — every officer	up to RM50,000	up to RM1,000 per day
Send copies of financial statements to members	s.257(4) — company and every officer	up to RM50,000	—
Lodge the exempt private company certificate	s.260(3) — company and every officer	up to RM20,000	up to RM1,000 per day
Notify change of directors or secretary	s.58(4) — company and every officer	up to RM50,000	up to RM500 per day
Notify change in the register of members	s.51(4) — company and every officer	up to RM20,000	up to RM500 per day
Notify change of registered office	s.46(4) — company and every officer	up to RM50,000	—

Note the wording of s.259(3): it catches every officer, without naming the company. Directors sometimes assume filing penalties are a company cost. On the lodgement of financial statements, they are not.

Beyond the fines, s.68(8) empowers the Registrar to strike a company off under s.549 where it fails to lodge an annual return for three or more consecutive years.

Compounds

SSM may compound certain offences under the Companies Act 2016 rather than prosecute. Compound rates are not published in Practice Directive 1/2017, and no current official compound schedule could be confirmed for this page — so no compound figure is stated here. Anyone quoting a specific compound amount should be asked which SSM document it comes from.

Which MBRS 2.0 waivers covered what

SSM ran three temporary waivers of the Practice Directive 1/2017 late lodgement fee around the MBRS 2.0 rollout. Their scopes differed, and that difference is what determines whether an old assessment should have been charged.

Waiver	Period	Covered
Phase 3 implementation waiver, announced 28 May 2025	to 30 September 2025	Audited financial statements only. Annual returns not covered
Extension, announced 26 September 2025	1 October to 30 November 2025	Audited financial statements only. Annual returns not covered
Peak period waiver, notice issued 3 February 2026	submissions from 31 January to 31 March 2026	Annual returns and financial statements and reports, for delays of more than 7 days up to 3 months

All three have expired. None of them extended a statutory deadline or affected the s.68 or s.259 offence — they removed the administrative fee and nothing more.

Lodgement fees, for comparison

The penalty is small relative to the underlying lodgement fee in some cases, which is why the schedule alone is a poor guide to risk.

Filing	Fee
Annual return, private company (s.68)	RM150
Annual return, public company (s.68)	RM500
Financial statements, private company, audited (s.259)	RM50
Financial statements, private company, non-audited (s.259)	RM20
Financial statements, public company, audited (s.259)	RM200
Exempt private company certificate (s.260)	RM200
Extension of time, financial statements (s.259)	RM100
Extension of time, AGM (s.340)	RM100

An extension application costs RM100 and, under paragraph 7 of Practice Note 3/2018, makes the eventual lodgement deemed to be on time. A twelve-month delay costs RM200 and leaves the offence intact. The arithmetic favours applying early — but only if you apply before the deadline lapses.

Common mistakes

• Quoting a superseded schedule. Use the 1 October 2024 revision of Practice Directive 1/2017.
• Treating RM200 as the worst case. The worst case is a s.259(3) conviction at up to RM50,000 per officer plus RM1,000 a day, and strike-off under s.68(8).
• Assuming a waiver applied. The 2025 waivers covered audited financial statements only. An annual return filed late in 2025 was never within scope.
• Assuming a waiver is still open. The last one closed on 31 March 2026.
• Forgetting the remission power in paragraph 18 where the delay was genuinely accidental.
• Treating the seven-day grace as legal. It suppresses the fee, not the breach.

What’s next

If a filing is already overdue, the penalty band is fixed by the delay and cannot be improved — but the statutory offence continues daily until the document is lodged, so the sequence is: lodge first, then argue about remission. If the deadline has not yet passed, an extension application is almost always cheaper than the alternative.