Open a SPV/SPC

Among the types of structures that can be used for setting up a special purpose company in Malaysia, only the private company limited by shares can be employed as a special purpose vehicle. This type of entity will benefit from several advantages not granted to other companies established in Malaysia. Its registration will be completed with the necessary Authority based on the Memorandum and Articles of Association which must state the specific objects of activity of the SPV. The necessary SPV must be registered for carrying out financial activities only.

Characteristics of a SPV

Special purpose vehicles are not subject to the legislation applicable to other types of companies in Malaysia as it follows:

• the SPV is not required to have a physical office , but only a registered address;
• the SPC must not file audited accounts;
• the shareholders of a SPC must not hold an annual general meeting.

The  special purpose company is also subject to several restrictions, among which:

• it cannot be used as a holding company;
• it cannot undertake commercial activities;
• it cannot act as a general partner in a partnership used for investment purposes;
• the maximum number of shareholders in a SPC is limited to three.

Also, the necessary SPV must appoint a corporate service provider which was previously licensed by the necessary Authority and which will manage the special purpose company.

For complete information and assistance in setting up a SPV in Malaysia, please contact us.