Malta Company Registration

Malta Company Registration - Why Choose Malta for Your Company Formation?

Malta stands out as a prime destination for global business entities, thanks to its advantageous tax regime, comprehensive Double Taxation Treaty network, streamlined company registration process, and a highly skilled, English-speaking workforce. These attributes render Malta an attractive option for diverse business models, including holding companies, trading entities, maritime operations, investment platforms, and insurance ventures. Malta’s flexible corporate structures are designed to meet a wide array of business needs, making it an ideal choice for companies seeking a strategic base in the European Union.

Streamlined Online Company Formation in Malta

Registering your company in Malta is a seamless and digital process, eliminating the need for physical presence. Precision Point Malta’s team of corporate experts offers comprehensive guidance through every step, ensuring a hassle-free establishment of your Maltese entity via remote meetings or calls.

Essential Steps for Malta Company Registration:

Online Application: Submit a detailed form to clarify your company’s nature and required services, facilitating a tailored approach to your business setup.
Due Diligence Compliance: Provide necessary documentation for directors and shareholders for our compliance team’s review.
Legal Documentation: After approval, we draft and prepare the company’s foundational documents for your signature, which should then be couriered back to us.
Finalization: Upon receipt of signed documents, your company will be officially registered in Malta within a few days.

Comprehensive Support Throughout the Process:

Minimum Share Capital Guidance: Malta requires a minimum share capital of €1,200 for company registration, with 20% payable upfront.
Tax Planning Insights: Benefit from Malta’s tax efficiency, with trading companies subject to a 35% tax rate on profits. However, shareholders may qualify for significant tax refunds, potentially lowering the effective tax rate to between 5-10%.
Substance Requirements: We advise on creating a substantial economic presence in Malta, including recommendations on directorship, shareholding, and physical office space, ensuring compliance with international tax standards and enhancing your company’s value.
Bank Account Opening Assistance: Our team simplifies the process of opening a corporate bank account in Malta or abroad, presenting various options to best suit your company’s financial needs.

Malta Company Incorporation Overview
Company Law	Malta Companies Act 1995
Type of Company	Limited Liability Company (LLC)
Language of Legislation and Corporate Documents	English
Exchange Control	No
Length of Time to Incorporate	A few working days, following receipt of all original documents required
Government Registration Fee	€245 for an authorised share capital of up to €1,500
Shelf Companies Available	No

Corporate Names
Name Restrictions	Names identical or similar enough to ones already registered or offensive or otherwise undesirable or misleading
Endings and Abbreviations Required	Limited Company, "Limited" or its abbreviation "Ltd."
Length of Time to Verify Name Availability	Up to 1 working day
Reservation of Names Permitted	Yes, at a fee
Language of Name	Must be written in English alphabet
Name of Banks, Insurances, Investment Funds, Trust Companies or their Equivalents Require Consent, Approval or Licence	Yes

Capital and Shareholders
Minimum Number of Shareholders	1 or 2 in case where a corporate Director is appointed to the Board
Corporate Shareholders Permitted	Yes
Local Shareholders	Not necessary
Disclosure of Ultimate Beneficial Owners	Yes
Minimum Authorised Share Capital allowed	€1,164.69
Bearer Shares Permitted	No
Registered Shares Permitted	Yes
Number Par Value Shares Permitted	No

Directors and Company Secretary
Minimum Number of Directors	1
Minimum Number of Company Secretaries	1
Corporate Directors Permitted	Yes
Corporate Company Secretaries Permitted	No, unless on Public Companies
Disclosure of Directors / Company Secretary	Yes
Disclosure of Directors / Company Secretary	Yes
Appointment of Subsequent Directors / Officers	Yes

Meetings
Annual General Meeting of Shareholders Required	Yes - notice to be given to every member of the company and its auditor
Board Meeting of Directors Required	Yes, quarterly - for place of effective control and management
Location of Directors and Shareholders Meetings	Malta - for place of effective control and management

Local Requirements
Registered Office Address	Yes
Operational Office	Not a legal requirement, however, recommended i Malta - for place of effective control and management
Register of Directors / Officers to be kept at Registered Office Address	Yes
Company Seal Required	No
Copy of Minutes to be kept at Registered Office Address	Yes
Copy of Share Register to be kept at Registered Office Address	Yes

Annual Requirements
Minimum Annual Government Fee	€100 where the authorised share capital of the Company does not exceed €1,500
Requirement to File Annual Return	Yes
Requirement to file Audited Financial Accounts	Yes
Requirement to file Annual Tax Return	Yes

Other Relevant Information
Member of Apostille of the Hague Convention	Yes
Increase or Reduction of Share Capital	By extraordinary resolution
Appointment or Resignation of Director(s) and Company Secretary(ies)	By ordinary resolution
Redomiciliation Permitted	Yes
Removal from Registry	Following dissolution & consequential winding up
Corporate Tax	35% however refunds may apply to the shareholder(s)
Double Taxation Agreements	Yes

Navigating Company Types and Naming in Malta for Global Businesses

Malta offers a conducive environment for various business structures, including Private Limited Liability Companies and Public Limited Liability Companies. A distinctive aspect of Maltese corporate law is the requirement for company names to reflect their legal status: ‘Ltd.’ or ‘Limited’ for private companies, and ‘p.l.c.’ for public companies, ensuring clarity and compliance with Maltese regulations. Importantly, every Private Limited Company must have at least one shareholder, who can be either an individual person or a corporate entity, providing flexibility in company ownership and structure.

Embracing the European Market with Societas Europaea

As part of the European Union, Malta uniquely enables the formation of a Societas Europaea (SE), or European public limited liability company. This structure allows businesses unparalleled flexibility to operate across the EU with ease, governed by a unified legal framework. Registered in Malta, an SE benefits from Malta’s strategic positioning and comprehensive legal system, marked by the issuance of an “SE” number, distinguishing it from other corporate forms.

Societas Europaea stands as a versatile option for businesses looking to expand within the EU through various means such as mergers, consolidations, or the establishment of holding companies and subsidiaries. With a required share capital of €120,000, an SE represents a robust framework for businesses aiming at a broader European presence. Precision Point Malta is ready to provide expert guidance on setting up an SE, ensuring compliance with all necessary conditions for a successful establishment within the EU’s dynamic market.

Essential Directorship and Company Secretary Roles in Maltese Corporate Structure

For every business incorporated in Malta, adhering to the directorship and secretarial requirements is crucial for compliance and operational efficiency. A Maltese company must appoint at least one director for private companies, or two for public companies, and one company secretary to ensure proper governance. Directors can be either individuals or corporate entities, whereas the company secretary role necessitates an individual, with exceptions made for registered and licensed entities in Malta. This setup allows for flexibility, accommodating non-EU citizens and those residing outside Malta in these key positions.

Strategic Management and Tax Compliance

The strategic management of a company, particularly ensuring that control and decision-making processes occur within Malta, is increasingly vital for meeting tax obligations effectively. While it’s not mandatory for the board to consist of Malta-based directors, integrating at least fifty percent of the board with local directors and appointing a knowledgeable local company secretary is highly recommended. This approach enhances the company’s compliance with Maltese tax laws and adds value through local expertise.

Enhancing Your Maltese Company with Local Talent

After establishing your company’s directorship and secretarial foundation, further solidifying your business’s presence in Malta with a dedicated office and local workforce can significantly enhance the company’s value and operational effectiveness. The strategic decision to staff your Malta-based company not only reinforces the operational substance required by Maltese regulations but also leverages the island’s skilled and English speaking workforce for business growth.

Streamlining the Bank Account Opening Process for Maltese Companies

Navigating the banking landscape is a critical step for new companies in Malta, requiring a match between the company’s structure, its operational needs, and the bank’s risk policies. Precision Point Malta simplifies this process, leveraging our strong partnerships with esteemed local and international banks to assist you in finding the perfect banking solution. Additionally, for businesses looking towards modern banking solutions, we highlight the potential of electronic money institutions as an alternative to traditional bank accounts.

While establishing a Maltese company does not necessitate opening a bank account within Malta—international accounts being a viable option—the procedure for setting up a bank account locally can be intricate. It’s crucial to understand that the ultimate decision lies with the banking institution; however, our expert team is committed to guiding you through the documentation and selection process. By ensuring the accuracy and appropriateness of your submissions, we aim to maximize the likelihood of a successful banking relationship establishment.

Transparent Fees and Efficient Timelines for Malta Company Formation

Setting up your company in Malta involves straightforward costs and timelines, ensuring transparency from the start. Registration fees, payable to the Registrar of Companies, range from a minimum of EUR 245.00 to a maximum of EUR 1,750.00, reflecting the value of your Authorized Share Capital. Refer to the Malta Business Registry (MBR) for latest updates. Additionally, companies are required to pay an annual maintenance fee of EUR 100.00, accompanying the submission of the Annual Return, a process seamlessly managed alongside our secretarial, directorship, and back-office services.

In Malta, the structure of share capital can include both ordinary and preference shares, tailored to your business needs. However, it’s important to note that bearer shares are not permitted. Ownership and investment are formally recognized through entries in the company’s register and the issuance of share or debenture certificates.

Expedited Company Registration

The timeframe to officially establish your company in Malta hinges on the specific company type and the prompt provision of necessary information and documentation. Precision Point Malta is committed to facilitating this process efficiently, ensuring your business is operational in the shortest time possible.

Leverage Malta's Tax Efficiency and Global Network

Malta stands out with its expansive network of almost 80 Double Tax Treaties, offering compelling strategic advantages for your corporate structure. Refer to IRD website for more detail on Tax Treaties. The standard corporate tax rate is 35% on gross profits, as determined by audited financial statements. However, Malta’s unique tax refund system for shareholders significantly reduces the net effective tax rate—potentially to as low as 0% for holding company structures and around 5% for trading companies, subject to fulfilling specific legal criteria. Moreover, licensed shipping organizations benefit from tax exemptions, highlighting Malta’s favorable tax environment for diverse business models.

Navigating Accounting and Auditing Standards for Malta-Based Companies

Companies registered in Malta are mandated to maintain accurate accounting records and undergo annual financial audits, adhering to the Malta Companies Act, 1995, and International Accounting Standards. These financial statements must encompass the directors’ report, auditors’ report, balance sheet, profit and loss account, and comprehensive notes and schedules. Precision Point Malta provides audit services along with extensive accounting and payroll services, ensuring your business meets these requirements effortlessly. Our expertise extends to coordinating with third-party auditors for a thorough review of your financial statements, ensuring compliance and transparency.

Essential Documentation for Malta Company Registration

The foundation of a new company in Malta is laid out through the Memorandum & Articles of Association (M&A), defining the company’s structure, objectives, and governance. These documents, ratified by the shareholders, coupled with a certificate of registration from the Malta Registrar of Companies, mark the official inception of your business. This process encapsulates critical information including company type, registered office address, business activities, share capital details, and the composition of directors and company secretaries, ensuring a clear blueprint of your company’s legal framework.

Share Capital Requirements and Exchange Control

Malta’s favorable corporate environment is further enhanced by the absence of exchange control restrictions, allowing companies the freedom to operate globally. Share capital for private companies is set at a minimum of €1,164.69, with a 20% upfront payment required. Public companies face a higher threshold, with a minimum share capital of €46,587.46, of which at least 25% must be paid upfront. This flexibility allows companies to denominate their share capital in Euros or any major currency, accommodating international business operations and investment strategies.

Understanding Partnership Registration in Malta

Malta offers two distinct forms of partnerships under the Maltese Companies Act: en commandite (limited partnerships) and en nom collectif (general partnerships). Each type of partnership in Malta is recognized as having its own legal personality, separate from that of its partners. This legal distinction allows partnerships the ability to own property, engage in contracts, and be subject to litigation, providing flexibility and security for business operations.

Choosing Between a Malta Company and Partnership

Forming a partnership in Malta involves specific considerations different from those of company formation. Key steps include drafting a partnership deed and designating the roles of general and limited partners according to the partnership model chosen. While the overall process mirrors that of establishing a privately owned trading company, there are nuances in the required documentation and setup procedures. Notably, Maltese legislation also permits the transformation of a Limited Liability Company (LTD) into a partnership, provided specific criteria are satisfied.

This flexibility in business structuring underscores Malta’s accommodating legal framework for both companies and partnerships, offering entrepreneurs and business owners tailored solutions to meet their operational and strategic needs. Whether opting for the collaborative dynamics of a partnership or the structured environment of a corporate entity, Malta presents an attractive landscape for business establishment and growth.

At Precision Point Malta, while the concept of shelf companies is known, we advocate for custom company formation right from the start. The reasoning is straightforward: the cost, time investment, and documentation efforts required to establish a new company in Malta are comparable to acquiring a pre-existing, or “shelf,” company. Our approach is designed to ensure that your business structure is perfectly aligned with your specific goals and regulatory requirements from the outset.

Tailored Company Formation vs. Shelf Companies in Malta

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Why Choose Malta for Company Registration?

Malta’s prime Mediterranean location and EU membership make it an attractive destination for businesses. The use of English as a primary language and a commendable work ethic further complement Malta’s appealing taxation benefits for companies. Malta has also had an excellent growth and has proven to be a very stable country to do business.