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Q&A on Malaysia Limited Liability Partnership (LLP)

Answer
Q:
Which types of business are suitable for registering as an LLP in Malaysia?
A:
LLP is suitable for all legitimate business that aims to generate profit. It is also suitable for various professionals including lawyers, chartered accountants, company secretaries and finance firms. New startups, small and medium-sized enterprises (SMEs) can establish LLP to grow their business without worrying too much on their personal assets, personal liabilities and the stringent compliance obligations.

Q:
What are the differences between LLP and a Company?
A:
LLP does not issue shares, is not required to hold Annual General Meetings, no requirement to submit financial statements to the Registrar of Companies and its accounts do not need to be audited.

Q:
What are the differences between LLP and General Partnership?
A:
LLP provides partners with limited liability, where LLP's assets will cover its debts and obligations. In contrast, in a general partnership, partners share joint liability with the firm.

Q:
What activities are permissible for LLP?
A: An LLP can engage in any kind of lawful business aimed at making a profit, except for charity purposes or those contrary to public welfare, order or morality in Malaysia.

Q:
Can professionals from different fields (e.g. an accountant and a lawyer) become LLP partners?
A: No. LLP partners must engage in the same professional practice.

Q:
Who is qualified to act as the Compliance Officer for an LLP?
A:
  1. One of the partners or a person qualified to act as secretary under the Companies Act 2016
  2. At least 18 years of age and citizen/permanent resident of Malaysia
  3. Ordinarily resides in Malaysia

Q:
Who are qualified to become partners in an LLP?
A:
Partners in an LLP may comprise individuals (natural persons), corporate entities, or combination of both. Partners can be foreigners and are not required to have principal or only place of residence in Malaysia.

Q:
What type of tax is an LLP subject to?
A:
LLP are subject to taxation similar to companies at a rate of 24%, with the potential to enjoy a lower income tax rate of 17% if certain conditions are met.

While partners are not taxed on profits received from LLP, they are taxed on the income such as remuneration and bonus received.

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