Responsibilities of Director
Director, of a SDN BHD or BHD, has many duties and responsibilities under the Companies Act 2016. He/She must be aware and comply accordingly
COMPANY SECRETARY
Directors hold a significant responsibility under the Companies Act 2016 ("the Act") Malaysia. Here's a breakdown of their key duties:
Fiduciary Duties:
Act in good faith and in the best interests of the company: This means prioritizing the company's well-being over personal gain.
Exercise reasonable care, skill and diligence: Directors are expected to act with the knowledge, skill, and care that a reasonable person in their position would exercise.
Avoid conflicts of interest: Directors must disclose any personal interests in company transactions and abstain from voting on matters where a conflict arises.
Duty to Promote the Company's Success:
Make informed business judgments: Directors should gather relevant information and consider potential risks before making decisions.
Declare dividends: Directors have the discretion to declare dividends, but they must consider the company's financial health and solvency.
Other Duties:
Maintain proper accounting records: The company must keep accurate financial records to demonstrate its financial position.
File statutory documents: Directors are responsible for filing annual returns and other documents with the Companies Commission of Malaysia (SSM) within the prescribed timeframes.
Resources:
For a more detailed explanation, you can refer to the official resources provided by the SSM, particularly Part III of the Companies Act 2016 or contact Your Advisor.
Companies Act 2016 (Full Text): https://www.ssm.com.my/Pages/Legal_Framework/Companies-Act-2016.aspx
Additional Notes:
These are general duties, and specific situations might require additional considerations.
If a director breaches their duties, they may be held personally liable for any losses suffered by the company.
Penalty well stated in the Act for offences committed by the Director.