Company Power of Attorney in Malaysia: Appointing Agents at Home and Abroad

Oct 24

Short answer: a Malaysian company appoints an attorney (a distributor, an agent, a lawyer or one of its own staff) by an instrument executed as a deed under section 67(3) of the Companies Act 2016, signed by two authorised officers (one of them a director), by a sole director before a witness, or under the common seal. A board resolution approving it is the evidence foreign offices and banks ask for. For use abroad, the power is signed in person before a Notary Public in Malaysia, attested by Wisma Putra and legalised by the destination's embassy, with the company's SSM documents as certified true copies; China accepts only the original. A foreign company's power of attorney for use in Malaysia is authenticated where it is signed, translated into Malay or English if needed, stamped (RM 10) within 30 days after it arrives, and deposited at the High Court.

Need a company power of attorney for use abroad or in Malaysia? We draft, notarise, translate and legalise it, together with your SSM documents and board resolution. Send us the details on WhatsApp for a fixed quotation.

Last reviewed: 24 October 2026.

When a company needs a power of attorney

Appointing a distributor or agent abroad to register products, file trademarks, apply for licences or deal with customs in the company's name.
Setting up abroad: a subsidiary, branch or representative office, where a local agent or lawyer signs the registration papers.
Contracts, tenders and banking when the directors are not available to sign in person.
Litigation and debt recovery abroad, where foreign lawyers act under the company's authority.
Property: buying, selling or leasing premises through an attorney.
A foreign company in Malaysia appointing its Malaysian agent, lawyer or local manager; a registered foreign company must have an agent resident in Malaysia appointed by memorandum of appointment or power of attorney (Companies Act 2016, section 562).

What Malaysian company law requires

The power itself: "a company may, by instrument executed as a deed, empower a person, either generally or in respect of specified matters, to execute deeds or other documents on its behalf" (section 67(3)). A document the attorney executes then has effect as if the company had executed it (section 67(4)).
How the company executes it (section 66): by affixing the common seal, or by the signatures of at least two authorised officers, one of whom is a director, or by a sole director in the presence of a witness who attests the signature. An authorised officer is a director, the company secretary or another person approved by the board.
A seal is optional: a company may or may not have a common seal (section 61), and it may keep an official seal for use abroad (section 62).
The board resolution: the business of a company is managed by or under the direction of the board, so the resolution approving the power and naming the signatories is the evidence that the people who signed had authority. Foreign registries, embassies and banks routinely ask for it.
Under the Powers of Attorney Act 1949, a company's power is authenticated by a witness the Act names (a Notary Public, a Commissioner for Oaths, an advocate and solicitor, a Magistrate, a Justice of the Peace, a Land Administrator or a bank officer), using the form for companies, then stamped and, for use in Peninsular Malaysia, deposited at the High Court.

Drafting a company power that foreign offices accept

Use the company's exact name and registration number as in its SSM records, and the signatories' names and designations as the board resolution states them.
Name the attorney with full name, passport or company registration number and address. A foreign registry often checks these against the attorney's own ID.
List the acts precisely (for example "to sign and file the application for registration of trade mark X in class 30 with the China National Intellectual Property Administration"), and add whether the attorney may appoint a substitute.
Give it a clear term or end date, so the foreign office can see at a glance that it is current.
Write it in English, or bilingually when the destination works in another language. China works in Chinese or English, and a Malay document needs a Chinese translation.
Keep the pages bound; a multi-page power with loose pages is refused for integrity.

A Malaysian company's power of attorney for use abroad, step by step

Board resolution approving the power and naming who signs.
Signing before a Notary Public in Malaysia: every signatory signs in person before the notary. Our Notary Public works in the Klang Valley and can attend at your office.
Supporting company documents (SSM certificate or Form 9 / Form 13, company profile, the board resolution) go as certified true copies; only the power of attorney itself needs to be signed before the notary.
Translation into the destination's language where needed, bound with the power and the company documents under one Notarial Certificate.
Wisma Putra attests the notary's signature (RM 20 per power of attorney). We lodge it under your authorisation letter.
The destination's embassy in Kuala Lumpur legalises it. Malaysia is not a party to the Apostille Convention, so this chain replaces an apostille.
Courier the legalised original to your attorney.

See using Malaysian company (SSM) documents abroad for the company documents that go with the power, and our legalisation fees tracker for embassy fees.

China: what the embassy checks

China is the most common destination for Malaysian company powers of attorney, for distributors, trademark filings, product registration and new companies. The Chinese Embassy's consular legalisation notice of 10 August 2026 sets the rules:

The person giving the power signs in person before the notary, and the notarial certificate records that the notary witnessed the signing.
A company applicant provides its registration certificate (Form 9 or Form 13) and the legal representative's identity document.
Documents are in Chinese or English; a Malay document needs a Chinese translation.
Documents of two pages or more are bound into one volume and sealed (sealing wax, a seal across the pages or an embossed seal); unrelated documents are not bound together.
The Chinese Visa Application Service Center charges RM 26 per document, civil or commercial, for Malaysian citizens (RM 80 civil and RM 160 commercial for third-country nationals), plus RM 100 for express or RM 140 for urgent processing; collection is on the fourth working day (third for express, second for urgent).
China accepts only the original power of attorney, not a copy.

From our own submissions for China, the company's power of attorney or letter of authorisation is bound with its SSM documents in each set and translated into Chinese with them, and every signatory signs once per set: two sets of the same power mean every director signs twice. Plan the number of sets before the signing. See company documents for China and legalisation for China.

A foreign company's power of attorney for use in Malaysia

Authenticate it where it is signed: before a Notary Public, a Commissioner for Oaths, a judge, a Magistrate, a British consul or a consular officer of Malaysia (or, in Singapore, an advocate and solicitor or a bank officer), in a form the High Court Registrar accepts. The Act prescribes no special form for powers signed abroad; the witness's authentication is attached.
Translate it into Malay or English if it is in another language: the High Court takes a translation certified by a court interpreter. Our team includes Kuala Lumpur and Sarawak High Court interpreters, and we translate Chinese, Japanese, Korean, Thai, Arabic and European-language powers.
Stamp it (RM 10) within 30 days after it first arrives in Malaysia, through e-Duti Setem on MyTax; the company paying needs a tax identification number.
Deposit a true copy at the High Court before the attorney acts on it in Peninsular Malaysia (RM 25 registration, RM 10 deposit, RM 2 a page); the registry issues office copies for banks, land offices and courts.
Land: a dealing in alienated land executed by a foreign company under a power of attorney is void without the State Authority's approval or an exemption (National Land Code, section 433F), so obtain the approval first.

Tax, banks and other filings

LHDN: a tax agent files for the company on Form CP55 authorisation; no power of attorney is needed.
Banks register powers of attorney themselves and often require their own mandate or board resolution forms for account signatories.
Land offices accept an office copy of the deposited power, or the original of a power used solely at the land office (National Land Code, section 309).

What gets a company power of attorney refused

Signed by one director without an attesting witness, or by people the board never authorised.
Company name, registration number or signatories that do not match the SSM records or the board resolution.
For China: a copy instead of the original, a director who did not sign in person before the notary, loose pages, or a Malay document without a Chinese translation.
Signed before a Commissioner for Oaths or a Singapore notary when it must go through Wisma Putra; Wisma Putra recognises Malaysian notaries.
No term or end date where the foreign registry wants one.
Unstamped or stamped late, so it cannot be registered or acted upon by a public officer.
Used in Peninsular Malaysia before a true copy is deposited at the High Court.
A foreign-language power deposited without a court interpreter's translation.

From our own submissions

Among company documents, only the power of attorney (and any affidavit) needs to be signed before a Notary Public; SSM documents and board resolutions go as certified true copies.
All signatories must be present before our notary at the same sitting; we schedule one appointment at your office in the Klang Valley so the directors sign together.
Notarisation takes one business day, and Wisma Putra is lodged under your authorisation letter.
If an authority rejects a certified translation we prepared within 30 days of delivery, we re-do it free. See our guarantees; contracts and company files stay confidential under our Client NDA.

Common questions

Does a Malaysian company need a common seal to give a power of attorney?

No. A company may or may not have a common seal. Without one, it executes the power by the signatures of two authorised officers, one of them a director, or by a sole director before an attesting witness.

Do we need a board resolution?

The Companies Act does not require a separate resolution for every power, but the board approves the authorised officers who sign, and foreign registries, embassies and banks ask for the resolution as proof of authority. Prepare one and send it as a certified true copy with the power.

Can our director sign the power of attorney in Singapore?

For use in Malaysia, yes: a Singapore advocate and solicitor, bank officer or notary can authenticate it. For use abroad through Wisma Putra, no: sign before a Notary Public in Malaysia, because Wisma Putra does not recognise Singapore notaries.

How do we appoint a distributor in China?

Board resolution, power of attorney signed in person before a Malaysian notary, SSM documents as certified true copies, Chinese translation bound with them, Wisma Putra, then the Chinese Visa Application Service Center. China accepts only originals.

Our parent company abroad wants to appoint a Malaysian manager. What do we need?

Have the power authenticated by a notary where it is signed, translate it into English or Malay if needed, stamp it within 30 days after it arrives in Malaysia, and deposit it at the High Court before the manager acts on it.

Is an apostille enough for a foreign power of attorney used in Malaysia?

Malaysia is not a party to the Apostille Convention. What the Powers of Attorney Act asks for is authentication by one of the officers it lists, such as a notary public or a Malaysian consular officer, then stamping and deposit at the High Court.

Ringkasan (Bahasa Melayu)

Syarikat Malaysia melantik wakil melalui surat kuasa wakil yang disempurnakan sebagai suratikatan di bawah seksyen 67(3) Akta Syarikat 2016, ditandatangani oleh dua pegawai yang diberi kuasa (seorang daripadanya pengarah), oleh pengarah tunggal di hadapan saksi, atau dengan meterai syarikat; resolusi lembaga pengarah menjadi bukti kuasa. Untuk kegunaan di luar negara, surat kuasa wakil ditandatangani sendiri di hadapan Notari Awam di Malaysia, disahkan oleh Wisma Putra dan kedutaan, bersama salinan sah dokumen SSM; China hanya menerima dokumen asal. Surat kuasa wakil syarikat asing untuk kegunaan di Malaysia disahkan di tempat ia ditandatangani, diterjemahkan ke bahasa Melayu atau Inggeris jika perlu, disetem (RM 10) dalam 30 hari selepas tiba dan didepositkan di Mahkamah Tinggi.

摘要（中文）

马来西亚公司可依据《2016年公司法》第67(3)条，以契据形式签署授权书，委任代理人、经销商或律师；签署方式为两名获授权人员（其中一名为董事）签名、单一董事在见证人面前签名，或加盖公司印章，并以董事会决议证明签署人的权限。在海外使用的公司授权书，须由签署人亲自在马来西亚公证人面前签名，连同SSM公司文件的核证副本，经马来西亚外交部（Wisma Putra）及目的国大使馆认证。送往中国的授权书只接受原件，须装订成册并密封，马来文文件须附中文译文，签证中心对马来西亚公民每份收费26令吉，第4个工作日取件。外国公司在马来西亚使用的授权书，须在签署地由公证人等见证认证，必要时译成马来文或英文，抵达后30天内缴付10令吉印花税，并存放于高等法院后方可使用。

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Sources

Zhihan Chew