COMPANIES ACT 2016
COMPANIES (PRACTISING CERTIFICATE FOR SECRETARIES) REGULATIONS 2019
In exercise of the powers conferred by subsection 241(7) and paragraph 613(1)(b) of the Companies Act 2016 [Act 777], the Minister makes the following regulations:
Citation and commencement
1. (1) These regulations may be cited as the Companies (Practising Certificate for Secretaries) Regulations 2019.
(2) These Regulations come into operation on 15 March 2019.
Application of practising certificate
2. (1) Any person referred to in subsection 235(2) of the Act may apply in writing to the Registrar for a practising certificate to act as a secretary.
(2) The application under subregulation (1) shall contain the following particulars:
(a) the name, identification number, contact information and address of the principal place of residence in Malaysia of the applicant;
(b) the business address in Malaysia of the applicant, if applicable;
(c) the body as set out in the Fourth Schedule of the Act which the applicant registered with or the applicant's licence referred to in subsection 235(2) of the Act;
(d) a declaration by the applicant that-
(i) the applicant is not an undischarged bankrupt; and
(ii) the applicant has not been convicted whether in or outside Malaysia of any offence referred to in section 198 of the Act; and
(e) such other information as the Registrar may require.
(3) The application made under subregulation (1) shall be accompanied with the fee as specified in the Schedule.
3. (1) Upon approval of the application referred to in regulation 2, the Registrar shall-
(a) enter the particulars of the applicant in the register of secretaries; and
(b) issue a practising certificate to the applicant.
(2) A practising certificate issued under this regulation shall be valid for a period of one year from the date of issuance.
(3) Where the Registrar refuse to grant the practising certificate, the Registrar shall notify the applicant in writing of his refusal.
(4) After the practising certificate has been granted by the Registrar, the secretary shall undergo a Continuing Professional Education as determined by the Registrar to enable the secretary to renew his practising certificate under regulation 4.
(5) The secretary shall comply with the guidelines, practice notes, notices or circulars relating to the practising certificate issued by the Commission under section 20C of the Companies Commission of Malaysia Act 2001 [Act 614].
(6) In this regulation, "Continuing Professional Education" means any course of studies, training and practical experience in the discharge of the secretary’s duties and responsibility.
Renewal of practising certificate
4. (1) A secretary shall apply for the renewal of the practising certificate not less than thirty days before the date of expiry of the practising certificate.
(2) An application for renewal of the practising certificate under subregulation (1) shall be accompanied with-
(a) the declaration referred to in paragraph 2(2)(d);
(b) any document relating to the Continuing Professional Education referred to in regulation 3; and
(c) the fee as specified in the Schedule.
(3) Where the Registrar refuse to renew the practising certificate, the Registrar shall notify the secretary in writing of his refusal.
Suspension of practising certificate
5. (1) The Registrar shall suspend a practising certificate issued to a secretary if-
(a) the membership of the secretary has been suspended by any of the bodies as set out in the Fourth Schedule of the Act which the secretary registered with; or
(b) the licence of the secretary has been suspended by the Commission under section 20H of the Companies Commission of Malaysia Act 2001.
(2) The Registrar shall notify the secretary in writing of the suspension of the practising certificate.
(3) Where the practising certificate has been suspended by the Registrar, the practising certificate shall have no effect during the suspension period.
Revocation of practising certificate
6. (1) The Registrar may revoke the practising certificate if-
(a) the secretary commits an offence under the Act;
(b) the membership of the secretary has been revoked by any of the bodies as set out in the Fourth Schedule of the Act which the secretary registered with;
(c) the licence of the secretary has been revoked by the Commission under the Companies Commission of Malaysia Act 2001; or
(d) the secretary fails to comply with the terms and conditions of the practising certificate.
(2) The Registrar shall notify the secretary in writing of the revocation of the practising certificate.
(3) The Registrar may require the secretary to make representation in writing as to why his practising certificate should not be revoked.
(4) For the purpose of subregulation (3), the representation shall be submitted to the Registrar within thirty days from the date of receipt of notification referred to in subregulation (2).
(5) The Registrar shall-
(a) after considering the representation in writing by the secretary under subregulation (4); or
(b) if no representation in writing is made by the secretary under subregulation (4),
decide whether to revoke the practising certificate or otherwise.
Appeal to Minister
7. (1) Any person who is aggrieved by the decision of the Registrar in relation to the application, renewal and revocation of a practising certificate may appeal to the Minister.
(2) An appeal shall be made in writing to the Minister within thirty days from the date of receipt of notification in writing referred to in subregulations 3(3), 4(3) and 6(2) respectively.
(3) The Minister may affirm, vary or set aside the decision of the Registrar or make any decision that he thinks fit.
(4) The appeal shall be accompanied with the fee as specified in the Schedule.
Surrender of practising certificate
8. (1) A secretary may surrender his practising certificate at any time by forwarding his practising certificate and a notice in writing to the Registrar of his surrender.
(2) The surrender shall take effect on the date the Registrar received the practising certificate and notice under subregulation (1) or, where a later date is specified in the notice, on that later date.
Change of particulars
9. (1) A secretary shall notify the Registrar in writing within fourteen days from the date of any changes of particulars of the secretary.
(2) Any secretary who contravenes subregulation (1) commits an offence and shall, on conviction, be liable to a fine not exceeding ten thousand ringgit.
[Regulations 2, 4 and 7]
Application of practising certificate
Application of renewal of practising certificate for-
(a) one year
(b) two years
(c) three years
Appeal to the Minister
Made 13 March 2019
[KPDNKK 600-1/2/48; PN(PU2)740/II]
DATUK SERI SAIFUDDIN NASUTION BIN ISMAIL
Minister of Domestic Trade and Consumer Affairs