Corporate and Partnership Law - Preface

Corporate and Partnership Law deals mainly with 2 out of 3 branches of business. The area of business that will be covered in this subject are partnership and also company or corporation. Nevertheless, there is a need to view and distinguished between the 3 types of business.

1. Sole Proprietorship

• 1 person will become the owner of the business
• Liability is unlimited as it will be bear solely by the owner, but assets or capital is limited to the owner capability
• No continuity upon death of the owner as the business cannot be inherited, upon death, the assets will be distributed under the Law of Inheritance or Succession
• Register with registrar of business under Company Commission of Malaysia
• Properties will registered under the owner's name

2. Partnership

• Minimum of 2 persons with a maximum of 20 persons, but for professional partnership such as legal firm or consultant firm, the maximum would be of 50 persons
• Partnership will used the name Firm to their business, i.e: Eastern Consultation Firm
• Same registration process with sole proprietorship
• No separate legal entities or personality, hence, each partner carries an equal liabilities unless stated otherwise in an express proposition
• Profit will also be shared equally

3. Company/Corporation

• An association or corporation that has been associated under the Companies Act
• Two types of companies; Private Limited that usually has been set up by close friends or family business that dealt with small business and the share is not open to the public, and Public Company that has been set up by a large scale corporation and the shares is open to the public
• Characteristic; having separate legal entities between the company and the members of the companies, minimum of 2 directors, and both private limited and public company will have a minimum of 2 persons and a maximum of 15 for private limited and unlimited numbers for public company respectively

Both sole proprietorship and partnership will be govern by Business Registration Act whilst company will be govern by Companies Act. Furthermore, for partnership, it will also be govern by Partnership Act.



In order to master with this subject, as according to Mdm Hamidah, one need to imagine that one want to open a business, thus, the types of business are essential at this stage. She also said that this would be and easy subject but with a wide scope.

Info: practicing lawyer are qualified to be a company secretaries.