SSM Annual Dialogue 2022: Submission of Statement of Affairs of Company

Following the recent Annual Dialogue 2022 conducted by Suruhanjaya Syarikat Malaysia (SSM) on 6 October 2022, SSM provided the presentation slides and Summary of Issues and Feedback for the public.

"Submission of Statement of Affairs of Company" is one of the issues that have been addressed.

Under section 484(1) of the Companies Act 2016, a statement as to the affairs of the company as of the date of the winding up order showing—

1. the particulars of its assets, debts and liabilities;

2. the names and addresses of its creditors;

3. the securities held by the creditors, respectively;

4. the dates when the securities were respectively given; and

5. such further information as is prescribed or as the liquidator requires,

shall be made by one or more persons in subsection (2) and verified in the manner as may be determined by the Registrar and submitted to the liquidator.

Requirement under subsection 484(2) of the Companies Act 2016:

The burden of preparing and submitting the statement of affairs to the liquidator is an impossible task for the secretary.

Feedback:

Subsection 484(2) requires the directors or company secretaries, or persons as the liquidator may require, according to paragraph 484(2)(a),(b) and (c) of the Act, to prepare and submit a statement of affairs of the company to the liquidator.

The business and affairs of the company are managed under the direction of the board of directors, where the company secretary plays a pivotal role in advising the board in compliance with the CA 2016. Principally, as an officer of the company, the company secretary advises the board in ensuring the company complies with the CA 2016, maintaining the statutory record, filing returns with the Registrar and good corporate governance.

As the primary point of contact, the company secretary must continue to play his role as an officer and advisor to the company. On this note, the company secretary is the custodian of has the responsibility to ensure that the affairs of the company are properly accounted for and presented for the purpose of closure.