Company Formation in Malta

Operating your own business provides you with a number of opportunities as well as additional challenges which were often overlooked when in employment. At Borg Galea & Associates, we can help foreign investors to make sure that they are on the right track by providing them with continuous administrative support and advice as they go along. One of the very first challenges you will face revolves around the form and structure you would like your new business to have. Should you operate as a sole trader, or should you have a private company or are you in business with someone else and are considering a limited or general partnership? Are you a non-domiciled individual and interested in having a Malta tax efficient structure? During the preliminary meeting, our experts will pose a series of questions to help you determine which structure best fits your needs, how VAT and taxes work in general, what is required and how to register for each one of them. We are able to assist you with all of these requirements. We can offer you a comprehensive package which includes a preliminary meeting with one of our experts, the company's incorporation, VAT registration, international tax planning, registered address, accounting and also auditing services.

A company is the most common form given to businesses around the world. A Maltese company is commonly referred to as a limited company, or Ltd for short. Other structures that might be of interest include Public Companies, Partnerships, Foundations, and Trusts. One of the main distinctions between a limited company and a sole trader is the fact that a company has its own legal personality. Setting up a corporate entity keeps a clear distinction between the assets, liabilities and the overall business of the company and that of its shareholders. Apart from the many different structures available, one also has to analyse what sort of company fits your requirements best as there are two options at your disposal. One can opt to have a public or private limited company.

While the Malta Business Registry states that a company can be incorporated within 24 hours when all required documents, including due diligence documents, are submitted correctly and the application complies with the law, this process should not be rushed and one needs to make sure to be 100% confident in the structure which is being proposed and that the Malta company incorporation documents such as the Memorandum and Articles of Association clearly reflect the intentions of the shareholders and have the management mechanisms desired.

Prospective company owners should dedicate some time to shortlist potential personnel to fulfil strategic company positions. Every Maltese company should have a Company Director, Judicial or Legal Representation, and a Company Secretary. Each position carries with it different responsibilities and in some instances, the same person cannot fill all roles.

Any company operating in Malta is required to submit to the respective authorities its audited financial statements, annual return, beneficial owner forms if applicable and any changes in the company structure as might be required from time to time. In addition, Malta companies would have to submit on a periodic basis their VAT returns, if registered for VAT, and their tax return on an annual basis. One also has to take into consideration industry-specific regulations and reporting requirements if the company will be operating in niche markets such as gaming, insurance and others.

Yes. Our company formation team is composed of legal professionals, including fully warranted lawyers and other corporate professionals, who remain available to help you maintain your Malta company from a corporate perspective following incorporation. Additionally, our team remains fully committed to assisting you with any further legal and corporate requirements you may have.

Malta offers various tax benefits. However, these benefits are only meaningful if your company engages in substantial economic activities in Malta. If the main reason is only tax savings without real business activity, we advise against the formation of a company in Malta.

If no other company has already registered under the same or a very similar name, a Maltese company can register under any name, provided that the name of a private company ends with the word Limited or its abbreviation Ltd. However, the MBR can also reject the registration of a company name if it considers it offensive or undesirable. A company name can be reserved for up to three months.

Yes, the Companies Act stipulates that in the case of a private limited company, the authorised share capital should be no less than €1,164.69, while in the case of a public company, the authorised share capital should be no less than €46,587.47. A private limited liability company must pay at least 20% of the nominal value of each subscribed share when signing the memorandum of association, whereas a public company must pay at least 25%.

Yes, every Maltese company must have a registered office in Malta. It should function as a proper business address and comply with legal requirements. It is important that the office not only exists formally but is also actively used. A virtual office without real business activities can lead to legal and tax issues. This is especially the case if you have other locations outside of Malta.

No. Incorporation only makes sense in Malta if real value creation is possible. It depends on the individual case and our advice will vary accordingly.