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CLASSIFICATION OF COMPANIES - Coggle Diagram
CLASSIFICATION OF COMPANIES
COMPANY LIMITED BY SHARES
Section 10(2): the liability of its members is limited to the amount, if any, unpaid on shares held by the members.
A company limited by shares can be a private or a public company
“Sendirian Berhad” or “Sdn. Bhd.” for private companies, and “Berhad” or “Bhd” for public companies.
COMPANY LIMITED BY GUARANTEE
Section 10(3): the liability of its members is limited to such amount as the members undertake to contribute in the event of it being wound up.
A company that is limited by guarantee does not have a share capital.
This type of company is formed for non-profit-making objectives such as promoting charity or any similar activity useful to the community not involving the acquisition of gains by the company.
COMPANY LIMITED BOTH BY SHARES
AND GUARANTEE
Section 12: no company shall be formed as, or become, a company limited by guarantee with a share capital.
AN UNLIMITED COMPANY
Section 10(4) : a company formed on the principle that no limit is placed on the liability of its members.
Section 11(3) : an unlimited company shall either be a private company or a public company
The liability of members will only arise if the company is wound up and is unable to meet its debts.
PUBLIC COMPANY
Section 2 : “public company means a company other than a private company”
All the companies that are listed in the Bursa Malaysia Securities Berhad must be public companies with share capital.
A public company raises capital by seeking funds from the public
Public company must hold AGM
PRIVATE COMPANY
Section 42(1): A company limited by shares having not more than fifty shareholders may be registered as a private company
Section 42(2) : A private company shall restrict the transfer of its shares.
Section 43 (1): Private companies are prohibited to offer shares or debentures or invite to deposit money.
Private company is given an option to hold an AGM subject to its constitution
HOLDING AND SUBSIDIARY COMPANIES
Section 4(1): a company is a subsidiary of another company (called its holding company) only if:
the holding company controls the composition of the subsidiary’s board
The holding company is in a position to control more than one-half of the voting power of the subsidiary
The holding company holds more than one-half of the issues share capital of the subsidiary
The subsidiary company is a subsidiary of any corporation which is itself a subsidiary of the holding company.
Section 6: a corporation shall be deemed to be a wholly-owned subsidiary of another corporation of it has no members
FOREIGN COMPANIES
A company registered under CA 2016 in Malaysia, but having its incorporated status outside Malaysia.
The foreign company’s “carrying on business” in Malaysia includes establishing or using a share transfer or share registration office or administering, managing or otherwise dealing with property situated in Malaysia as an agent, legal personal representative, or trustee, whether by servants or agents or otherwise.
must submit necessary documents to the ROC along with a prescribed fee