Chapter 2: Filing Deadlines for Maltese Companies in Good Standing

In this second chapter of our series “The Essential Guide to Keeping a Maltese Company in Good Standing”, we focus on one of the most critical areas of corporate compliance, meeting filing deadlines.

Understanding the specific obligations that arise simply from having a company registered in Malta is the first step that its directors need to take towards ensuring compliance with statutory requirements. Adhering to the applicable statutory deadlines relating to these obligations and ensuring the timely submission of the necessary filings, is also fundamental in keeping your company in good standing and avoiding significant fines and penalties for non-compliance. Managing these filing deadlines on time can undoubtedly be overwhelming, particularly as company officers need to juggle between various deadlines simultaneously, each pertaining to a different statutory obligation. From the filing of forms concerned with corporate governance, to the actual filing of the annual audited financial statements, this article aims to help you navigate through this challenging task. This article further seeks to consolidate all moving parts related to this important deadline theme, helping you staying on top of the obligations applicable to your company, and importantly, ensuring compliance with statutory requirements.

Corporate filings deadlines

The first crucial consideration that this article seeks to assess, from a corporate governance perspective, relates to the statutory deadlines pertaining to the submission of the Annual Return and, where applicable, the BO Form. Companies incorporated and registered under the Companies Act in Malta are required to submit an Annual Return to the MBR on a yearly basis. Consequently, one year after the registration a company, the annual return and, where applicable, the BO Form, must be submitted within 42 days from the company’s made-up date. Along with the submission of the necessary documents, company officers must also ensure the timely settlement of the applicable annual registration fee payable to the Registrar of Companies, which typically ranges from €100 to €1,400, depending on the company’s authorised share capital.

From a more practical standpoint, if for instance, your company was registered on 6^th January 2025, the Annual Return and the BO Form (if applicable), must be submitted on 6^th January 2026, or within 42 days from such date. The MBR generally sends out email reminders to the directors and officers of the company to notify them when the Annual Return and the BO Form are due. These reminders are typically sent before the company’s made-up date and continue periodically until the documents are duly submitted.

Submission of financial statements deadline

Another crucial deadline relates to the submission of the audited financial statements. This article also seeks to assess other important related deadlines, notably, those concerning the submission of a company’s tax and VAT returns, which must also be submitted in a timely manner to keep your company in good standing and to avoid the imposition of the respective late filing fines and penalties.

It’s unfortunate that a good percentage of newly incorporated companies miss the first-year deadline, even though they religiously follow the famous “10 months and 42 days” after year end. Those during the second year of incorporation tend to confuse the financial statement approval date with the submission to the MBR date and approve their financial statements between the 10 months after year end and the “10 months and 42 days” after year end. Companies in the third year are not yet out of the woods. There’s a good probability that they get the audited financial deadlines right but miss the tax return deadline.

Every business is unique, and the filing deadlines applicable to each company may vary depending on its specific structure and activities. Nevertheless, this article serves as a guide to help ensure that none of these deadlines are missed. For newly incorporated entities, attention should be given to determining the company’s financial year-end as a crucial starting point. This is principally established based on your company’s incorporation date, allowing for a timeframe of between 6 to 18 months from this date, essentially setting the financial-year end for the first set of financial statements. More specifically, newly incorporated companies registered between January and June are required to have a 31st December year-end. On the other hand, those registered between July and December may have an initial reporting period ranging from 12 to 18 months. Once this is clearly established, it becomes easier to understand how the overall process functions and to identify the point from which the “10 months and 42 days” timeframe starts applying. Understanding this is fundamental to ensure that the first year filing deadline is not missed, which, depending on the financial year-end structure, may even fall during the company’s third year of existence.

At this point, you’re probably wondering how the third year comes into play, how to avoid confusing the financial statement approval date with the MBR filing deadline, and just as importantly, how to ensure that your tax return is return is submitted in a timely manner.

Let’s consider the following practical example. If a company is registered in Malta on 30th September 2025, its shareholders may choose to set its financial year-end anywhere between 6 to 18 months from this date, with the latest possible financial year-end being 31st March 2027. Let’s assume that a 31st December 2026 is selected. In this case, the audited financial statements must be approved within 10 months from this point, meaning by no later than 31st October 2027. Following approval, company officers must ensure that the audited financial statements are filed with the MBR within 42 days of approval, continuing with this example, by 12th December 2027.

Tax returns filing deadline

In addition to the submission of the financial statements, all companies in Malta registered under the Companies Act are also required to submit an income corporate tax return to the Inland Revenue Department on an annual basis. This tax return, which reflects income earned during the previous financial period, must be submitted within nine months after year end, if filed manually. However, when filed electronically, companies benefit from a two-month extension.

Let’s consider the following example. For companies with a financial year ending on 31^st December 2025, the corporate tax return must be submitted by 30^th September 2026 if filed manually, or by 30^th November 2026 if filed electronically. It is imperative for company officers to note that under both filing methods, the respective tax payment remains due by the end of September.

VAT returns filing deadline

Company officers must remain vigilant of their obligation to register for VAT purposes in Malta, along with submitting their periodic VAT returns on time to remain compliant with the statutory requirements, keep their company in good standing and avoid the imposition of the applicable penalties.

If an individual or entity engages in an economic activity, regardless of the purpose or outcome, they are classified as a taxable person. A taxable person established in Malta must register for VAT purposes under Article 10 of the VAT Act if they make taxable supplies for consideration within Malta, except where such supplies are exempt without the right to deduct input VAT.

Alternatively, if the annual turnover does not exceed the prescribed threshold, registration may be opted for under Article 11 as an exempt ‘small enterprise.’

Moreover, persons established outside Malta may also be required to register for VAT in Malta if they are liable to account for VAT within Malta.

Most private companies in Malta are required to file their VAT returns on a quarterly basis. However, the specific submission deadlines applicable to your company are determined by a careful review of the VAT Act, particularly the article under which your company is registered for VAT purposes.

The following practical scenarios provide the necessary insights into the main applicable VAT articles, helping you first ascertain under which article your company operates and outlines the relevant deadlines, ensuring that you always stay on top of your VAT submission deadlines:

Article 10 Registration

A taxable person is required to register for VAT under Article 10 of the VAT Act if they supply goods and/or services for consideration in Malta, unless such supplies are exempt without credit.

Registration must be completed no later than 30 days from the date the supply is made. However, if the person exclusively provides exempt supplies without credit, VAT registration under Article 10 is not required.

Registration under Article 10 is unique in that it permits the recovery of VAT incurred on purchases. Before claiming input VAT, the taxable person must confirm that the nature of their activity entitles them to VAT recovery. Additionally, unless the supplies fall under the exempt categories specified in the Fifth Schedule of the VAT Act (either exempt with or without credit), VAT must be charged on all supplies deemed to take place in Malta.

A person registered under Article 10 will:

• Be assigned a VAT number beginning with the ‘MT’ prefix;
• Be obligated to charge VAT on all taxable supplies within Malta;
• Be entitled to claim input VAT on purchases related to supplies that confer a right to VAT recovery;
• Be required to issue fiscal receipts or tax invoices, as stipulated in the Thirteenth and Twelfth Schedules of the VAT Act, respectively, for all supplies made;
• Submit periodic VAT returns electronically, typically covering three-month periods, by the 22nd day of the second month following the end of the respective tax period, or as otherwise directed by the Commissioner.

Article 11 Domestic Small Enterprise VAT Registration

If your annual domestic turnover from supplying goods and/or services does not exceed the prescribed threshold, you may elect to register for VAT under Article 11 of the VAT Act as a ‘small enterprise’. This registration exempts you from charging VAT on your supplies, but also means you cannot recover VAT incurred on purchases related to your economic activity. VAT registration under Article 11 is not required if you supply only exempt supplies without credit.

A person registered under Article 11 will:

• Receive a registration number without the ‘MT’ prefix, which is not valid for intra-Community trade;
• Need to assess whether an additional Article 12 registration is necessary when engaging in intra-community trade;
• Be obligated to issue fiscal receipts according to the Thirteenth Schedule of the VAT Act, but not tax invoices under the Twelfth Schedule;
• Submit an annual simplified declaration (tax return) by February 15 of the following year. If submitted electronically by March 22, no administrative penalties apply.

As of 01st January 2025, the domestic annual turnover threshold for persons seeking to register under Article 11 has increased to EUR 35,000.

This framework is designed to reduce the administrative burden on small enterprises while maintaining compliance with Maltese VAT regulations.

Article 11A EU SME Scheme Option

A new Article 11A has been introduced for taxable persons established in Malta who qualify as small undertakings under the Sixth Schedule of the Value Added Tax Act (VATA) and wish to participate in the special small undertakings scheme. To qualify, the taxable person must engage in the supply of goods or services that take place outside Malta but within the European Union. Registration under this scheme becomes effective only from the date notified by the Commissioner.

The registration number issued under Article 11A will mirror the registration number assigned under Article 10 or 11, with the addition of the suffix “EX.”

Taxable persons applying for registration under Article 11A qualify as small enterprises if they meet the following criteria:

• Their Union Annual Turnover in the previous calendar year does not exceed the Union threshold of €100,000;
• They make supplies in at least one EU Member State where they are not established and qualify for that Member State’s small enterprise exemption;
• The value of supplies in that Member State does not surpass the applicable exemption threshold.

An Article 11A registration would bring about similar VAT return submission obligations attributable to a registration under Article 10, in that a taxable person registered under Article 11A will be required to submit declarations for each calendar quarter, by not later than the last day of the month following the end of the respective calendar quarter

This scheme facilitates simplified VAT compliance for small Maltese businesses engaged in cross-border intra-EU trade

Article 11B Small Enterprises Not Established in Malta

Article 11B introduces a new VAT registration category for small enterprises established in another EU Member State that make supplies in Malta. Under this provision, a person established outside Malta is deemed to have applied for registration once the Commissioner is notified by the Member State of establishment of the taxpayer’s intention to benefit from the small enterprise exemption.

Registration under Article 11B may be approved by the Commissioner if the applicant meets the following criteria:

• their Union annual turnover in the preceding calendar year is below the Union threshold of €100,000; and
• their domestic annual turnover in Malta during the preceding year does not exceed the domestic threshold of €35,000.

The registration becomes effective only from the date the Commissioner notifies the Member State of establishment of the approval, and such notification must be issued within 15 working days from receipt of all necessary information.

This framework aligns Maltese VAT registration with EU directives, facilitating simplified VAT compliance for small cross-border enterprises supplying goods or services in Malta

Article 12 Registration

Goods:
If you are a non-taxable legal person or a taxable person not registered under Article 10 and intend to make intra-community acquisitions of goods in Malta exceeding €10,000 in a calendar year, you are required to register for VAT under Article 12 and self-account for VAT on each taxable acquisition.

Services:
If you are a taxable person established in Malta who is not registered for VAT under Article 10 and you receive services subject to Maltese VAT under the place of supply rules, you must register for VAT under Article 12 by no later than the date you receive the service.

Unlike intra-community acquisitions of goods, there is no turnover threshold for services. By way of example, if a taxable person in Malta makes a one-time acquisition of a service valued at €100 from a non-Maltese supplier who is not registered under Article 10, and the place of supply is Malta with VAT due, the recipient must register under Article 12 and self-account for VAT.

 AGMs related deadlines

The deadline for holding an AGM is closely related to the approval and actual filing of a company’s financial statements, as these are formally approved during an AGM, before being filed with the MBR. Under the Companies Act, companies in Malta are required to hold an AGM annually, and no later than fifteen months following the previous one. More specifically, private companies are required to hold their AGM within ten months after year end, whereas public companies must do so within seven months. For newly incorporated private entities, the first AGM may be held within eighteen months from the company’s incorporation date.

As further noted in the previous chapter, directors must issue a written notice to the company’s main stakeholders to convene an AGM, and they must do so at least fourteen days in advance.

Key takeaways

Understanding and adhering to the statutory deadlines related to the obligations that arise one a company is registered in Malta is crucial to maintaining your company in good standing. This chapter provides practical guidance to business owners, ensuring they are aware of when the relevant deadlines are due. Filing deadlines may vary from one company to another, requiring a careful assessment of its structure and activities to determine which deadlines are applicable and when.

If you’re unsure about when your next submission filing deadline is due, don’t hesitate to reach out to your accountant or professional advisor for guidance. Each business is unique, and if you’re uncertain about any aspect of your company’s obligations, a professional advisor can help you navigate these requirements and keep your company in good standing.

Filing statutory deadlines summary