Company Secretary in Labuan

Our firm provides company secretary services in Labuan for foreign investors and existing companies that need support with corporate records, filings and ongoing compliance matters. This services can be arranged as part of the company formation process or separately, depending on the need of the business.

Is a company secretary mandatory in Labuan?

Yes. Every Labuan company is required to appoint one or more company secretaries. At least one of them must be a resident secretary. This requirement is established under the Labuan Companies Act 1990.

The resident secretary must meet the applicable legal requirements and is generally provided through a licensed Labuan trust company.

Our team can assist investors with company secretary services in Labuan, both as part of the company formation process and for the ongoing administration of the business.

How is the company secretary appointed?

The procedure of appointing a certified company secretary in Labuan includes the chosen secretary’s details in the Articles of Association of the company. It is important to name the secretary before the incorporation documents are submitted to the Registrar.

The appointment of a company secretary in Labuan is handled by the company’s directors and involves the following steps:

• select an eligible secretary;
• confirm the appointment with the service provider;
• approve the appointment at company level;
• record the secretary’s details;
• complete the required notifications or filings;
• transfer the corporate information needed for ongoing compliance.

What are the tasks of the company secretary?

The main issues handled by a Labuan company secretary will include the following:

• maintaining the registries: an important task consists of properly maintaining the register of directors and other company registries up to date;
• minutes and resolutions: the secretary is also entrusted with preparing the minutes of the director’s meetings and any relevant resolutions;
• filings with Labuan FSA (the Registrar): the company secretary can handle part of all of the submissions made to the Company Registry, such as those for changing the company directors or the registered office;
• preparing documents: the duties can include drafting, drawing up and preparing all and any needed documents, from agreements to the altered Memorandum and Articles of Association when these need to be updated;
• other submissions: in some cases, the company secretary can handle the submission of the annual returns on time; in practice, companies in Labuan can employ the services offered by an accounting firm for this purpose.

The role of the company secretary can start as early as the first company formation procedures. The secretary can prepare the Articles of Association and the Memorandum as well as gather all of the other needed documents for company registration. In practice, however, the incorporation procedure can also be handled by a team of incorporation specialists such as our team of agents.

Our team of agents can advise investors who open a company in Labuan on the role of the company secretary and why it is advisable to appoint a licensed secretary.

What happens if a resident secretary resigns?

The company must appoint a replacement within 30 days. If the company fails to appoint a new resident secretary within this period, it may face regulatory consequences, including the possibility of being stuck off the register.

If you find yourself in this situation, we can help you find and appoint a replacement secretary. We can also assist with completing the related corporate formalities.

Can a Labuan company change its company secretary after incorporation?

Yes. The company’s directors appoint the new secretary, and must update the register of directors and secretaries accordingly. The change must also be reported to Labuan FSA.

Our team can assist with the change of company secretary. We can handle the appointment formalities, preparation of the required documents and submission of the relevant filings.

Can the same company secretary act for more than one Labuan company?

Yes. The Labuan Companies Act 1990 expressly allows a corporate secretary to be appointed, or to act, as secretary for multiple companies. Where the secretary is a corporation, it may perform the role directly or through a nominee appointed in writing.

Our team has experience in offering company secretary services in Labuan to several companies while handling each company’s records, filings and compliance obligations separately.

Can the appointment of a company secretary in Labuan be simplified?

Yes, with the assistance of our team. We can:

• help identify an eligible company secretary;
• prepare and organize the required corporate documents;
• handle the necessary filings;
• ensure that the appointment is properly reflected in the company records.

If you wish to know more about our company secretary services in Labuan, contact our team of experts.