Green Sukuk (Malaysia)
GREEN SUKUK
SC Guidelines on SRI Sukuk 2014 | Capital Markets and Services Act 2007 | ASEAN Green Bond Standards
Issue Date: [Issue Date]
Issuer / SPV: [Issuer Name]
Obligor: [Obligor Name]
Lead Arranger: [Lead Arranger]
Sukuk Trustee: [Sukuk Trustee]
Shariah Adviser: [Shariah Adviser]
External Reviewer / SPO Provider: [External Reviewer]
SC Approval Reference: [SC Approval Ref]
1. GREEN PROJECT AND ELIGIBLE CATEGORY
1.1 Green Project: [Green Project Description]
1.2 SC SRI Eligible Green Category: [Eligible Green Category], as defined in the SC's Guidelines on SRI Sukuk 2014 and confirmed by the external reviewer [External Reviewer] in accordance with the ASEAN Green Bond Standards (ASEAN GBS) published by the ASEAN Capital Markets Forum (ACMF).
1.3 Expected Environmental Impact: [Expected Environmental Impact]
1.4 100% of the net proceeds of this Green Sukuk shall be applied exclusively to the eligible green project described in clause 1.1 above. Proceeds shall be managed in a ring-fenced sub-account maintained by [Issuer Name] and tracked until full allocation.
2. SHARIAH COMPLIANCE
2.1 This Green Sukuk is structured under the Shariah contract of [Shariah Contract], as endorsed by the Shariah Advisory Council of the Securities Commission Malaysia (SC SAC) under Section 316B of the Capital Markets and Services Act 2007 (CMSA 2007).
2.2 The Shariah adviser [Shariah Adviser] confirms that the structure, documentation, and use of proceeds of this Green Sukuk comply with Islamic law (syariah) and BNM's Shariah Advisory Council (SAC) resolutions under Section 51 of the Central Bank of Malaysia Act 2009. The SAC's ruling is binding on the parties and the courts.
2.3 This Green Sukuk does not involve interest (riba), excessive uncertainty (gharar), or investment in prohibited (haram) sectors.
3. FINANCIAL TERMS
3.1 Total Sukuk Size: [Sukuk Size]
3.2 Tenor: [Tenor] years from the Issue Date
3.3 Periodic Distribution Rate: [Distribution Rate]
3.4 Maturity Date: [Maturity Date]
3.5 Listing: [Listing Venue]. Where listed on Bursa Malaysia, periodic distribution income is exempt from income tax under Item 33C of Schedule 6 of the Income Tax Act 1967.
4. IMPACT REPORTING AND SRI COMPLIANCE
4.1 [Issuer Name] undertakes to publish annual impact reports following the SC's Impact Reporting Guidelines for SRI Sukuk and the ASEAN GBS Reporting Template, disclosing: (a) the amount allocated to eligible green projects; (b) expected and actual environmental impact (quantified); and (c) any material changes to the use of proceeds.
4.2 Post-issuance assurance verification by [External Reviewer] confirming actual deployment of proceeds shall be obtained within 12 months of the sukuk anniversary date.
4.3 [Issuer Name] is eligible for a 100% income tax deduction on additional SRI issuance costs under the Income Tax (Exemption) (No. 11) Order 2018 as confirmed by the Inland Revenue Board of Malaysia (LHDN).
5. GOVERNING LAW AND DISPUTE RESOLUTION
5.1 This Green Sukuk is governed by the laws of Malaysia, including the Capital Markets and Services Act 2007 (CMSA 2007) and the Shariah principles endorsed by the SC SAC and BNM SAC.
5.2 Disputes shall be referred to the Kuala Lumpur High Court (Commercial Division) or, by agreement, to arbitration under the Arbitration Act 2005 before the Asian International Arbitration Centre (AIAC). Shariah disputes shall be referred to the BNM SAC under Section 57 of the Central Bank of Malaysia Act 2009.
Issuer / SPV
________________
Signature
Obligor
________________
Signature
Lead Arranger
________________
Signature
What Is a Green Sukuk (Malaysia)?
A Green Sukuk in Malaysia records the structure and obligations of the financial arrangement it covers.
The legal framework for Green Sukuk in Malaysia combines capital market law and Islamic finance law. The Capital Markets and Services Act 2007 (CMSA 2007) governs the issuance, offering, and trading of sukuk in Malaysia, with the SC as the primary regulator. Green Sukuk must comply with both the SC's Guidelines on SRI Sukuk 2014 (which define eligible green categories including renewable energy, energy efficiency, sustainable water management, sustainable land use, and green buildings) and the ASEAN Green Bond Standards (ASEAN GBS) published by the ASEAN Capital Markets Forum (ACMF), to which Malaysia is a signatory. Shariah compliance is overseen by the SC's Shariah Advisory Council (SC SAC) under Section 316B of the CMSA 2007.
Bank Negara Malaysia (BNM) supports Green Sukuk through its Value-Based Intermediation (VBI) framework and the Climate Change and Principle-based Taxonomy (CCPT) published in 2021, which classifies economic activities by their environmental impact. Islamic banks regulated by BNM under the Islamic Financial Services Act 2013 (IFSA 2013) that invest in Green Sukuk assets may receive preferential treatment under BNM's Green Finance taxonomy. The Bursa Malaysia Sustainable and Responsible Investment (SRI) framework and Bursa Malaysia's Listing Requirements for SRI Sukuk further govern listed Green Sukuk.
Malaysia's Green Sukuk market has grown substantially since 2017, with issuers including government-linked companies, renewable energy developers, real estate investment trusts (REITs), and corporates. Landmark issuances include the Government of Malaysia's RM 6.5 billion Government Investment Issue (GII) Green Sukuk in 2019 and Pasukhas Green Assets Sdn Bhd's solar sukuk. The SC's SRI Roadmap 2021–2025 targets Malaysia as ASEAN's leading Islamic sustainable finance hub.
A Green Sukuk is legally distinct from a conventional green bond (which has no Shariah compliance requirement) and from a Social Sukuk (which finances social projects such as healthcare or education). A Sustainability Sukuk — also recognised under the SC's SRI Guidelines — combines both green and social project categories, while a Sustainability-Linked Sukuk ties the profit rate to the issuer's achievement of pre-set sustainability performance targets (SPTs), a structure endorsed by BNM's SAC in 2022.
The legal framework governing the Green Sukuk (Malaysia) in Malaysia draws on several key statutes and regulatory bodies. Under Malaysian law, the Contracts Act 1950 (Act 136) governs contractual obligations. The Companies Act 2016 (Act 777) regulates corporate entities through the Companies Commission of Malaysia (SSM). The Employment Act 1955 (Act 265) and the Department of Labour govern employment matters. The Personal Data Protection Act 2010 (Act 709) and the Personal Data Protection Department protect personal data. The Inland Revenue Board of Malaysia (LHDN) administers tax obligations. The Industrial Court adjudicates employment disputes under the Industrial Relations Act 1967 (Act 177). Parties executing a Green Sukuk (Malaysia) in Malaysia should confirm the document reflects current law, including any amendments enacted since the original drafting date. The Financial Services Act 2013 (Act 758) sets the foundational requirements.
When Do You Need a Green Sukuk (Malaysia)?
A Green Sukuk structure document in Malaysia is required whenever an issuer seeks to raise Shariah-compliant capital exclusively for eligible green projects through the Malaysian capital market.
A Green Sukuk is needed when a renewable energy developer — such as a solar, wind, hydro, or biomass power producer — requires long-term project financing under a Power Purchase Agreement (PPA) with Tenaga Nasional Berhad (TNB) or the Energy Commission (Suruhanjaya Tenaga) under the Sustainable Energy Development Authority (SEDA) Malaysia's feed-in tariff or large-scale solar (LSS) auction programme.
A Green Sukuk is required when a property developer or REIT seeks to finance the construction or retrofit of green-certified buildings (Green Building Index, GBI; Green Real Estate Standard, GreenRE; or LEED-certified buildings) and wishes to access the SC's SRI Sukuk tax incentives under the Income Tax Act 1967 for issuance costs.
A Green Sukuk is needed when a government-linked company (GLC) or government-linked investment company (GLIC) such as Khazanah Nasional Berhad, Permodalan Nasional Berhad (PNB), or Prasarana Malaysia Berhad requires financing for green infrastructure projects — electric mass transit, water treatment, or sustainable urban transport — that qualify under the ASEAN Green Bond Standards.
A Green Sukuk is required when a Malaysian Islamic bank regulated by BNM under IFSA 2013 or a development finance institution (DFI) such as Bank Pembangunan Malaysia Berhad structures a green financing facility for small and medium enterprises (SMEs) under BNM's Green Technology Financing Scheme (GTFS) and seeks a capital market instrument to refinance the green loan portfolio.
A Green Sukuk is needed when a palm oil, forestry, or agribusiness company seeks to finance sustainable land use, certified sustainable palm oil (CSPO) supply chain improvements, or RSPO-certified plantation development, using the SC's eligible green category of sustainable land use and biodiversity under the SRI Sukuk Guidelines 2014.
What to Include in Your Green Sukuk (Malaysia)
A valid Green Sukuk structure document for Malaysia must contain the following essential elements.
Parties and Authorisation: The document must identify the issuer (SPV or issuing entity registered with SSM under the Companies Act 2016), the obligor, the lead arranger (licensed investment bank under CMSA 2007), the sukuk trustee (licensed trust company under the Trust Companies Act 1949), the Shariah adviser, and the external reviewer or second-party opinion (SPO) provider. SC approval reference under the CMSA 2007 must be stated.
Eligible Green Project Description: The document must describe the green project(s) financed and confirm alignment with the SC's SRI Sukuk Guidelines 2014 eligible green categories: renewable energy; energy efficiency; pollution prevention and control; sustainable water and wastewater management; sustainable land use and forestry; clean transportation; green buildings; and climate change adaptation. Alignment with the ASEAN Green Bond Standards (ASEAN GBS) must be confirmed.
Use of Proceeds Framework: The document must state the exclusive use of sukuk proceeds for eligible green projects, describe the process for project evaluation and selection (including the environmental criteria applied), specify the procedures for proceeds management (ring-fenced sub-account or equivalent), and commit to reallocation procedures if a project becomes ineligible.
Shariah Compliance: The document must specify the Shariah contract(s) — typically ijarah, musharakah, or wakalah — and confirm endorsement by the SC Shariah Advisory Council (SC SAC) under Section 316B of the CMSA 2007. The SC SAC's ruling is binding on courts under the Civil Law Act 1956 and Section 316C of the CMSA 2007.
External Review and Second-Party Opinion: The SC's SRI Sukuk Guidelines 2014 require an independent external review confirming alignment of the Green Sukuk framework with the eligible green categories. The external reviewer must be a recognised institution such as RAM Sustainability, MARC Ratings, CICERO, Sustainalytics, or similar body accepted by the SC.
Impact Reporting: Post-issuance, the issuer must publish annual impact reports disclosing: the amount allocated to eligible green projects; the expected and actual environmental impact (e.g., megawatts of renewable energy capacity, CO2 emissions avoided, litres of water treated); and any material changes to the use of proceeds. Impact reporting follows the SC's Impact Reporting Guidelines for SRI Sukuk and the ASEAN GBS Reporting Template.
Tax Incentives: The document must reference the income tax deduction available to issuers of SRI Sukuk for issuance costs under the Income Tax (Exemption) (No. 11) Order 2018, which grants a 100% deduction on additional issuance costs attributable to the SRI designation, for issuances between 2018 and 2025 as confirmed by the Inland Revenue Board of Malaysia (LHDN).
Additional compliance elements for a Green Sukuk (Malaysia) used in Malaysia include: Under Malaysian law, the Contracts Act 1950 (Act 136) governs contractual obligations. The Companies Act 2016 (Act 777) regulates corporate entities through the Companies Commission of Malaysia (SSM). The Employment Act 1955 (Act 265) and the Department of Labour govern employment matters. The Personal Data Protection Act 2010 (Act 709) and the Personal Data Protection Department protect personal data. The Inland Revenue Board of Malaysia (LHDN) administers tax obligations. The Industrial Court adjudicates employment disputes under the Industrial Relations Act 1967 (Act 177). Forms-legal.com provides this template as a starting point for Malaysia-compliant documentation.
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Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). Green Sukuk (Malaysia) (Malaysia) [Legal document template]. Forms Legal. https://forms-legal.com/malaysia/financial/agreements/green-sukuk-malaysia
"Green Sukuk (Malaysia) (Malaysia)." Forms Legal, 2026, https://forms-legal.com/malaysia/financial/agreements/green-sukuk-malaysia.
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author = {{Forms Legal}},
title = {Green Sukuk (Malaysia) (Malaysia)},
year = {2026},
howpublished = {\url{https://forms-legal.com/malaysia/financial/agreements/green-sukuk-malaysia}},
note = {Free legal document template. Based on Financial Services Act 2013 (Act 758)}
}Frequently Asked Questions
A sukuk qualifies as a Green Sukuk in Malaysia when it meets the requirements of the Securities Commission Malaysia's Guidelines on SRI Sukuk 2014 — specifically, that 100% of the net proceeds are applied to eligible green projects in one or more of the SC's defined green categories: renewable energy, energy efficiency, pollution prevention and control, sustainable water and wastewater management, sustainable land use, clean transportation, green buildings, or climate change adaptation. In addition, the issuer must obtain an independent external review (second-party opinion) from a recognised body such as RAM Sustainability or CICERO confirming alignment with the ASEAN Green Bond Standards (ASEAN GBS). The sukuk must also comply with Shariah requirements, with the structure endorsed by the SC's Shariah Advisory Council (SC SAC) under Section 316B of the Capital Markets and Services Act 2007. Annual impact reporting on the environmental outcomes of the funded projects is mandatory under the SC's Impact Reporting Guidelines for SRI Sukuk.
Green Sukuk issuers in Malaysia benefit from a special tax deduction on issuance costs under the Income Tax (Exemption) (No. 11) Order 2018. The Order grants a 100% income tax deduction on additional costs incurred specifically because of the SRI (sustainable and responsible investment) designation — that is, costs beyond those for a conventional sukuk, such as fees for the external reviewer, second-party opinion provider, and impact reporting. This deduction is available for SRI Sukuk issuances approved by the Securities Commission Malaysia between 1 January 2018 and 31 December 2025, as confirmed by the Inland Revenue Board of Malaysia (LHDN). Additionally, periodic distribution income from Green Sukuk listed on Bursa Malaysia is exempt from income tax under Item 33C of Schedule 6 of the Income Tax Act 1967. The SC has also indicated that Green Sukuk may qualify for priority processing under its streamlined approval pathway for SRI instruments.
A second-party opinion (SPO) for a Malaysian Green Sukuk is an independent assessment by a recognised external reviewer confirming that the issuer's Green Sukuk framework aligns with the Securities Commission Malaysia's Guidelines on SRI Sukuk 2014 and the ASEAN Green Bond Standards (ASEAN GBS). The SPO evaluates the issuer's defined eligible green categories, the use-of-proceeds framework, the project evaluation and selection process, the proceeds management procedures, and the commitments to annual impact reporting. Recognised SPO providers for Malaysian Green Sukuk include RAM Sustainability, MARC Ratings, CICERO Shades of Green (Norway), Sustainalytics, and S&P Global Ratings' ESG Evaluation. The SC requires the SPO to be obtained prior to or at the time of issuance and to be published alongside the sukuk's offering documents. A post-issuance assurance verification confirming actual deployment of proceeds and environmental impact is recommended under the ASEAN GBS Reporting Template.
A Green Sukuk governed by Malaysian law and approved by the Securities Commission Malaysia under the Capital Markets and Services Act 2007 (CMSA 2007) can finance eligible green projects located outside Malaysia, provided the project meets the SC's SRI Sukuk eligible green categories and the ASEAN Green Bond Standards. Cross-border Green Sukuk structures are common in Malaysia's Islamic capital market — for example, sukuk financing renewable energy projects in the United Kingdom, Indonesia, or the Middle East, governed by Malaysian law with Shariah compliance endorsed by the SC's Shariah Advisory Council. The SC's Guidelines on Recognised Markets and the Guidelines on Issuance of Corporate Bonds and Sukuk to Retail Investors 2015 address cross-border issuance requirements. For projects in non-Muslim jurisdictions, the Shariah structure must not rely on local laws that conflict with the applicable Shariah contract (e.g., ijarah or musharakah), and the Shariah adviser must confirm the structure's global Shariah validity, often referencing AAOIFI Shariah Standards.
A Green Sukuk and a conventional green bond in Malaysia both restrict use of proceeds to eligible green projects and require alignment with the ASEAN Green Bond Standards (ASEAN GBS). The critical difference is that a Green Sukuk must comply with Shariah law — the instrument cannot involve interest (riba), excessive uncertainty (gharar), or prohibited sectors. The sukuk structure represents an ownership share in an underlying asset, project, or business activity (e.g., ijarah lease receivables or musharakah partnership interest) rather than a debt obligation, making it Shariah-compliant. The SC's Guidelines on SRI Sukuk 2014 govern Green Sukuk specifically, while conventional green bonds issued in Malaysia are governed by the SC's Guidelines on Unlisted Capital Market Products under the Lodge and Launch Framework (LOLA) or the Prospectus Guidelines. Green Sukuk require Shariah advisory council endorsement under Section 316B of the CMSA 2007; conventional green bonds do not. Both qualify for the same SRI Sukuk tax incentives under the Income Tax (Exemption) (No. 11) Order 2018.
The Securities Commission Malaysia's Guidelines on SRI Sukuk 2014 (revised 2019) define eight eligible green project categories: (1) Renewable energy — solar, wind, hydro, biomass, geothermal, and tidal power; (2) Energy efficiency — building retrofits, smart grids, and industrial process improvements reducing energy consumption; (3) Pollution prevention and control — waste management, recycling, and emissions reduction; (4) Sustainable water and wastewater management — water conservation, water treatment, and flood management; (5) Sustainable land use — sustainable forestry (PEFC or FSC certified), sustainable agriculture, and biodiversity conservation; (6) Clean transportation — electric vehicles, mass rapid transit, rail, and low-emission public transport; (7) Green buildings — developments certified under Green Building Index (GBI), GreenRE, LEED, BREEAM, or equivalent; and (8) Climate change adaptation — climate resilience infrastructure, sea defence, and drought management. Projects must have clear, measurable environmental benefits that can be reported under the SC's Impact Reporting Guidelines.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
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