🌟Update to Legal Press #25
Clarification from the MOC on Company Secretary Requirement
This is an update to our Legal Press #25 on 13 February 2026 (https://www.vlplaw.co/vlplegalpress/companysecretary).
Following a press release issued by the Ministry of Commerce on 25 February 2026, several important clarifications have been made regarding the requirement to appoint a company secretary:
Implementation timeline
The requirement to appoint a company secretary has been postponed to January 2027.
Scope of application
The requirement applies to limited liability companies only and does not apply to:
sole proprietorships
startups
informal economy groups
SMEs
Some points remain open to interpretation, and we’ll know more once implementation takes place:
❓“While businesses must generally be registered as a partnership, sole proprietorship, or limited liability company, how are “startups” and “SMEs” defined in this context?
❓Will the MOC introduce a formal definition or classification to distinguish these categories?
Professional company secretary services
Individuals who wish to act as professional company secretary service providersmust still comply with the qualification requirements set out in Prakas No. 117.
Appointment of company secretary
A limited liability company may freely select and appoint its own company secretary, and all individuals may be appointed without needing to meet the qualification requirements under Prakas No. 117.
Similarly, we look forward to further clarification on the following once implementation takes place:
❓Does “any individual” include only employees of the company, or can it extend to external persons as well?
❓More importantly, if an external individual is appointed and receives remuneration for acting as company secretary, would this constitute “professional service provision” and therefore trigger the qualification requirements under Prakas No. 117?
This is for general reference only and does not constitute legal advice. For further guidance, contact us at:📧 connect@vlplaw.co