Malta Company Features
Malta has a vibrant and strong economy and has long been viewed as a gateway for investment in and out of Europe. Malta is ideally placed to facilitate international business. Malta is a full member of the European Union and has enacted very favourable tax legislation that enables clients to trade or hold assets in a low cost and low tax environment. The Maltese Company, a highly effective corporate entity with which to carry out cross border trade and investment, would typically benefit from a combined corporate effective tax rate ranging between 0% and 5%.
The Maltese company is used extensively for cross border European trade and/or as a holding structure.
In the latter circumstances, capital gains and dividends derived by a Malta company from a qualifying participating holding in a subsidiary (typically a holding of more than 10% of the equity shares in a subsidiary) would be wholly exempt from tax in Malta. A Malta company is therefore commonly used to hold interests in other foreign corporations, often enabling the free flow of dividends and capital gains from the foreign corporations to Malta, without Withholding Tax, by utilising Malta's excellent double tax treaty network (comprising 59 treaties currently in force) and/or the EU Parent-Subsidiary Directive.
A Malta company would otherwise be subject to tax in Malta on its non-exempt chargeable profits (including trading profits) at the flat corporate rate of 35%. However, pursuant to a distribution of dividends by a Malta company in favour of its shareholder/s, the said shareholder/s would generally be entitled (by extension of Malta's full imputation system) to a refund of 6/7ths of the Malta tax suffered at the level of the Malta company on profits out of which the dividends were distributed. As a result, the combined overall effective Malta tax rate applicable in respect of non-exempt income would be reduced to 5%.
A company incorporated in Malta would be deemed to be a tax resident Company and would, accordingly, be entitled to access Malta's large network of double tax treaties. A Malta resident Director or Company Secretary is not required.
Depending on the nature of its activities, a Malta company may be required or entitled to be registered for VAT in Malta. A company set up as a pure holding company would be outside the scope of VAT.
The benefits of Malta are obvious and should be seriously considered by anyone looking to trade in or with the European Union or create a very favourable holding structure.
General Information
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Company Law
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Companies Act 1995
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Type of Company
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Private Limited Liability Company
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Language of Legislation and of Corporate Documents
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English (a national language)
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Exchange Control Restrictions
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None
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Length of Time to Incorporate
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1-2 working days (no outsourcing)
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Government Registration Fee
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Euro 349.41 for authorised share capital up to Euro 4,658.75
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Shelf Companies Available
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Yes
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Corporate names
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Name Restrictions
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Names identical or similar enough to create confusion, offensive or otherwise undesirable
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Endings and Abbreviations Required
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"Private Limited Company", "Limited" or its abbreviation "Ltd."
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Length of Time to Verify Name Availability
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A few hours
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Reservation of Names Permitted
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Yes
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Language of Name
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Any language using the Latin alphabet
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Name of Banks, Insurance, Investment Fund, Trust Company or their Equivalents Require Consent or License
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Yes
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Capital & Shareholders
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Minimum Number of Shareholders
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2 (there are exceptional circumstances where one member is permitted)
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Corporate Shareholders Permitted
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Yes
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Local Shareholders required
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No
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Disclosure of Shareholders
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Yes (Confidentiality can be achieved using a licensed Fiduciary or Trustee)
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Minimum Authorised Shares to be Issued
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Euro 1,164.69
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Bearer Shares Permitted
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No
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Registered Shares Permitted
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Yes
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Number Par Value Shares Permitted
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No
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Directors & Company Secretary
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Minimum Number of Directors
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1
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Minimum Number of Company Secretaries
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1
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Corporate Directors Permitted
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Yes
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Corporate Company Secretary Permitted
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No
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Local Directors / Company Secretary Required
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No
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Disclosure of Directors / Company Secretary
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Yes
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Appointment of Subsequent Directors / Officers
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Yes
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Meetings
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Annual General Meeting of Shareholders Required
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Yes - notice owed to shareholders and auditor
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Annual General Meeting of Directors Required
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No
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Location of Directors and Shareholders Meetings
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Malta - for place of effective control & management
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Adoption by Consent Permitted
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Yes
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Quorum Required for Purposes of Meetings
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2 members personally present unless otherwise provided in Articles of Association.
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Local Requirements
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Registered Office
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Yes
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Register of Directors / Officers maintained at Registered Office
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Yes
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Company Seal Required
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No
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Copy of Minutes to be kept
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At Registered Office or such place as specified in the Memorandum of Articles
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Copy of Share Register to be kept
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At Registered Office
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Annual Requirements
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Minimum Annual Government Fee
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Registration of an annual return, Euro 163.06 (for authorised share capital of the Company up to Euro 11,646.87)
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Requirement to File Annual Return
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Yes (42 days after the date to which it is made up)
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Requirement for Financial Audited Accounts
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Yes
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Requirement to file Financial Statements
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Yes (10 months after the end of the relevant accounting reference period & 42 days)
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Requirement to file Tax Return
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Yes
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Other Relevant Info
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Member of Apostille of the Hague Convention
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Yes
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Increase or Reduction of Amount of Issued Shares
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By extraordinary resolution - restrictions may apply
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Appointment or Removal of Director(s)
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By ordinary resolution - restrictions may apply
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Redomiciliation Permitted
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Yes
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Reinstatement at Registry
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Yes, by Court order preceding striking-off
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Removal from Registry
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Following dissolution & consequential winding up
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Corporate Tax
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35% subject to credit / refunds in favour of shareholders
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Double Taxation Agreements
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Extensive ( >50 )
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