The Memorandum and Articles of Association must be filed at the Registry of Companies and the registration fee must be paid. This fee is calculated on a progressive scale depending on the company’s authorised share capital and ranges from €245 (if the authorized share capital does not exceed €1,500) to €2,250 (if the authorized share capital is of €2,500,000 or more). The Registry would then issue the relative certificate of registration that is required for the company to commence operations.
In the case of a private limited liability company, the minimum share capital required by law is €1250 (or its equivalent in foreign currency), of which at least 20% must be paid up upon subscription and deposited in a bank account in the name of the company.
Directors and Company Secretary
A Malta Company must have at least one director, who in certain cases may also act as company secretary. The director can also be a body corporate; however the company secretary must be an individual (subject to an exception in the case of investment funds).
Although the law generally requires that a company has at least two shareholders, it is possible to register a company with one shareholder if certain conditions are satisfied. Shareholders can be either individuals or corporate bodies. At least one members’ general meeting must be held annually.
It is possible for the shares in the company to be held by an authorised fiduciary, thereby keeping confidential the identity of the beneficial owners.
A company registered in Malta must have its registered office in Malta. We provide registered office facilities should these be required.
Time required for Incorporation
The incorporation process usually takes less than a week provided all the required information, documentation and funds are provided to us and our partners.
Company Returns and Annual Fees
An annual return must be filed with the Registry of Companies. Such return includes a list of the names and personal details of the company’s officers and shareholders as well as details of its capital structure together with any changes thereto throughout the year.
An annual registration fee calculated on the basis of the company’s authorised share capital is payable and this ranges from €100 (if the authorized share capital does not exceed €1,500) to €1,400 (if the authorised share capital is of €2,500,000 or more).
All companies registered in Malta must keep proper financial statements that must be audited by a Certified Public Accountant who must also be a registered auditor. Audited financial statements must be presented to the tax authorities and to the Registry of Companies on an annual basis. Subject to certain conditions,
companies may submit abridged financial statements to the Registry of Companies.