The Malaysian Institute of Chartered Secretaries and Administrators

The Malaysian Institute of Chartered Secretaries and Administrators RECENT AND FUTURE DEVELOPMENT Impacting the Secretarial Profession in Malaysia Presented by CHUA SIEW CHUAN Deputy President, MAICSA 5 October 2012

Overview of Legislative Updates q Proposed Companies Act, 2013 (pending) q Limited Liability Partnerships Act, 2012 q Corporate Governance in Malaysia & Malaysian Code of Corporate Governance 2012 q Competition Act, 2010 q Personal Data Protection Act, 2010 q Anti-Money Laundering and Anti-Terrorism Financing Act 2001 q Whistleblower’s Protection Act, 2010 q Minimum Retirement Age Bill, 2012 The Malaysian Institute of Chartered Secretaries and Administrators

Proposed Companies Act, 2013 q Decoupling of the lodgement of Annual Return with the audited accounts q Single director & single shareholder companies q No par value for share capital & solvency declaration statement q Liberalisation of qualification for company secretaries for private limited companies q Significant increase in penalties to promote a culture of compliance q Creation of a register of company secretaries q Dispensation of objects clause & ease of incorporation The Malaysian Institute of Chartered Secretaries and Administrators

Proposed Companies Act, 2013 Other initiatives : - q leverage on the use of information & communication technologies eg. My. Co. ID, E-Filing q Stricter enforcement regime is expected The Malaysian Institute of Chartered Secretaries and Administrators

Limited Liability Partnerships Act, 2012 Benefit: Cheaper & Easier to maintain Tax @ 25% as opposed to a partnership - progressive rate. Tax issue related to the transfer of assets from conventional partnership and companies to LLP has yet to be resolved by the Inland Revenue Board of Malaysia The Malaysian Institute of Chartered Secretaries and Administrators

Corporate Governance Blueprint 2011 To strengthen self & market discipline To complement regulatory discipline Promote good CG culture in Malaysia The Malaysian Institute of Chartered Secretaries and Administrators

Malaysian Code of Corporate Governance 2012 Significant Issues Poll Voting Gender Diversity Qualified and Competent Company Secretary Reinforced Independence of Directors The Malaysian Institute of Chartered Secretaries and Administrators

Competition Act, 2010 MAICSA can no longer publish its recommended secretarial fees to members. Fees will now have to be negotiated on an arms length basis The Malaysian Institute of Chartered Secretaries and Administrators

Personal Data Protection Act, 2010 Receipt of Information Awareness of rights with proper advocacy Internal Privacy Policy Statements The Malaysian Institute of Chartered Secretaries and Administrators

Anti-Money Laundering and Anti-Terrorism Financing Act, 2001 Stringent Due Dilignece on clients Role of Compliance Officer – enhanced but onerous The Malaysian Institute of Chartered Secretaries and Administrators

Whistleblower’s Protection Act, 2010 The Malaysian Institute of Chartered Secretaries and Administrators

Minimum Retirement Age Bill, 2012 Prolong the retention of knowledge workers. Also, to provide for a safety net to take care of senior citizens since it has been shown that the average Malaysian is living longer now due to better healthcare & nutrition The Malaysian Institute of Chartered Secretaries and Administrators

THANK YOU