Quick answer
A nominee shareholder holds shares in their name on behalf of the real owner under a written arrangement. The nominee appears on the register of members (Companies Act 2016, s.50), but since the Companies (Amendment) Act 2024 the company must still identify the real beneficial owner, keep a register of beneficial owners and report it to SSM (ss.60A–60E). A nominee arrangement is for privacy and administration — it does not hide ownership from the authorities.
Last reviewed： · Reviewed by：ONEKEY BIZ compliance team
01
Overview
A nominee shareholder is a person or company that holds shares as the registered holder while the economic benefit and control belong to someone else — the beneficial owner. It is commonly used where an owner prefers not to appear on the public register of members, where shares are held for a group structure, or for administrative convenience.
The legal position changed with the Companies (Amendment) Act 2024. Division 8A of the Companies Act 2016 (Sections 60A to 60E) requires every company to identify its beneficial owners, keep a register of beneficial owners and report them to SSM — and a nominee arrangement does not remove that duty. Section 56 also lets the company require a registered holder to disclose on whose behalf they hold shares.
So a lawful nominee service today has two sides: the nominee on the register of members, and the real owner correctly declared in the beneficial ownership records. The arrangement is documented in a declaration of trust, so the beneficial owner can require the shares to be transferred back at any time, with an indemnity protecting the nominee.
Who needs this
- Owners who prefer not to appear on the public register of members
- Groups holding shares through a nominee for administrative reasons
- Foreign investors structuring a Malaysian holding
02
Documents you need to prepare
Beneficial owner
- IC or passport and proof of address
- Source of funds and business background for KYC
- Beneficial ownership particulars for SSM
Company
- SSM company profile and register of members
- Constitution, if any (transfer restrictions)
Arrangement
- Number of shares to be held by the nominee
- Signed declaration of trust and indemnity (we prepare them)
- The real beneficial owner is always declared to SSM — this service does not conceal ownership from authorities.
- Arrangements for unlawful purposes, or where the true owner will not be disclosed, are declined.
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How to get it done with ONEKEY BIZ
- 1KYC & purpose Week 1
We verify the beneficial owner and the purpose of the arrangement.
- 2Trust documents Week 1
We prepare the declaration of trust, indemnity and a pre-signed transfer.
- 3Share transfer or allotment Week 1–2
Shares are registered in the nominee's name.
- 4Beneficial ownership report Week 2
The real owner is recorded in the BO register and reported to SSM.
- 5Annual review Yearly
The arrangement and BO records are reviewed each year.
You do
- Complete KYC as beneficial owner
- Sign the trust documents
We do
- Provide the nominee shareholder
- Prepare the declaration of trust and indemnity
- Register the shares
- Keep beneficial ownership correctly reported
04
What you receive
Confirms the nominee holds the shares for you and must act on your instructions.
Lets the shares be returned to you whenever you require.
Showing the nominee as registered holder.
Showing you as the real beneficial owner.
Official sources
Frequently asked questions
Will my name still be reported to SSM?
Yes. The beneficial owner is recorded and reported to SSM as the law requires.
Can I take the shares back?
Yes. The declaration of trust and pre-signed transfer let the shares be transferred to you at any time.
Is a nominee shareholder the same as a resident director?
No. A resident director fills a board position; a nominee shareholder holds shares. They are separate services.