Partnership or Sdn Bhd for two founders?
A conventional partnership makes each partner personally liable for the whole business's debts — including debts your partner creates. That joint unlimited liability is why two-founder businesses carrying any real risk usually justify a Sdn Bhd plus a shareholders' agreement: liability capped at the company, and the founder relationship governed on paper.
Sources: Partnership Act 1961Companies Act 2016
Also asked as: perkongsian vs sdn bhd; 2 partners best structure; business partner structure malaysia.
The shareholders' agreement matters as much as the structure — decisions, deadlock, exits and vesting are cheaper to agree before the first disagreement. We coordinate incorporation and introduce the panel lawyer for the SHA.
Key facts
- Partnership: joint + several unlimited liability
- Sdn Bhd + SHA = capped liability + governed relationship
Call +60 10-383 5988 (a licensed secretary replies within one working hour (Mon–Fri 8:30am–5:30pm MYT; outside hours, first thing next working day)) or walk in at J-3A-15, Solaris Mont Kiara.