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Borg Galea & Associates

Malta Company Out of Compliance? We Fix It — Then Keep It Fixed

Missed MBR filings, penalty notices, tax arrears, even a struck-off company — these problems compound fast. Every month of inaction adds penalties, restricts your banking and puts your company’s legal existence at risk. Our compliance team restores Malta companies to good standing and then keeps them there with ongoing company secretarial services. We’ve done this for 500+ companies since 2004.

  • Full compliance audit — MBR filings, CFR tax status, beneficial ownership, all in one review
  • Restoration of struck-off companies through court application (within 5-year window)
  • Ongoing company secretarial services — so you never fall behind again
  • Certificate of Good Standing obtained once everything is resolved

No-obligation assessment. We check your MBR and CFR status and tell you what needs fixing — at no cost.

Get a Free Compliance Assessment

Free consultation. No obligations.

Established

Practice

Proven

Track Record

CPA Firm

Licensed & Regulated

2–8 wks

Typical Time to Good Standing

Your Contacts

Andrew Fenech

Andrew Fenech

Business Development Manager

Adrian Pavia Dimech

Adrian Pavia Dimech

Audit Principal

Tatiana Muscat

Tatiana Muscat

Audit Manager

Warranted by the Malta Accountancy Board

ACCA & MIA Certified Professionals

Corporate Member of FinanceMalta, MIT & IFSP

Fully GDPR & AMLD-Compliant

How Malta Companies Lose Good Standing — and What It Actually Costs

Good standing is not a status you apply for once. It is the ongoing result of meeting every filing obligation, every deadline and every payment the Malta Business Registry (MBR) and the Commissioner for Revenue (CFR) require. The moment you miss one, you start accumulating penalties — and the MBR begins the process that can end with your company being struck off the register.

The most common trigger is missed annual returns. Under Legal Notice 354 of 2008 (amended by L.N. 381/2015), late filing attracts penalties of up to €2,329.37 per annual return. The deadline is 42 days from the company’s anniversary date. Miss two or three years and you are looking at €5,000–7,000 in MBR penalties alone — before you even address the underlying accounts.

Beneficial ownership violations are the most expensive. Failure to file or update Form BO1 carries penalties of €5,000 plus €100 per day for standard breaches, and €10,000 plus €500 per day for serious violations. Officers can face personal liability of up to €100,000 under S.L. 386.19. These penalties are not theoretical — the MBR has been actively enforcing them since the transposition of the EU Anti-Money Laundering Directives.

On the tax side, the CFR requires income tax returns within 9 months of the financial year end, VAT returns monthly or quarterly (due by the 22nd of the following month), and current FSS/NI contributions. Miss any of these and you cannot obtain a Tax Compliance Certificate (TCC) — which is itself a prerequisite for the MBR’s Certificate of Good Standing. One gap feeds the other.

Struck Off the Register? You Have 5 Years to Restore It

When the MBR repeatedly fails to receive filings, it initiates striking-off proceedings under the Companies Act (Cap. 386). Once struck off, your company ceases to exist as a legal entity. It cannot hold assets, enter contracts, maintain bank accounts or distribute dividends. Directors may face restrictions on serving as officers of other companies.

Restoration is possible, but only within a 5-year window from the date of striking-off. The process requires a formal court application, and the court must be satisfied that restoration is justified. Previous directors, the company secretary and shareholders are automatically deemed to have continued in their roles throughout the struck-off period — meaning they inherit all accumulated obligations.

After the court approves restoration, every missed filing must be submitted. That means all annual returns for every year the company was struck off, including audited financial statements reconstructed from whatever records are available. Beneficial ownership forms must be filed. All accumulated penalties and the continuation fee must be paid to the MBR. Only after that can you approach the CFR to clear tax arrears, obtain a Tax Compliance Certificate and finally request a Certificate of Good Standing.

The process is not quick and it is not cheap. But the alternative — losing the company permanently — is worse for most clients, particularly those holding assets, intellectual property, licences or contractual positions through their Malta entity.

MBR Penalty Framework: What Non-Compliance Costs

These are the statutory penalties set by the Malta Business Registry. They apply automatically and accumulate with each missed deadline.

ObligationPenaltyLegal Basis
Late annual return (per return)Up to €2,329.37L.N. 354/2008, amended L.N. 381/2015
Late financial statements (private co.)Penalty per Companies ActCap. 386 — due 10 months + 42 days from FY end
Late financial statements (public co.)Penalty per Companies ActCap. 386 — due 7 months + 42 days from FY end
BO1 failure (standard breach)€5,000 + €100/dayS.L. 386.19
BO1 failure (serious breach)€10,000 + €500/dayS.L. 386.19
Officer personal liability (BO violations)Up to €100,000S.L. 386.19
No company secretary / registered officeMBR enforcement actionCap. 386

Penalties accumulate for each missed year. A company with 3 overdue annual returns could face €7,000+ in MBR penalties alone, before CFR tax penalties are considered.

CFR Tax Compliance: Deadlines That Block Your Good Standing

You cannot obtain a Certificate of Good Standing without a valid Tax Compliance Certificate (TCC) from the CFR. The TCC is only issued when all tax obligations are current.

Tax ObligationDeadlineConsequence of Non-Compliance
Income tax return9 months after FY endPenalties + interest (approx. 0.33%/month)
Provisional tax paymentsAs per CFR schedulePenalties + interest; TCC withheld
VAT returns22nd of following month€5/day late filing; interest on unpaid VAT
FSS/NI contributionsMonthlyTCC withheld until current
Tax Compliance Certificate validity6 months from issueMust be current when MBR processes application

The TCC is a prerequisite for the Certificate of Good Standing. Even if your MBR filings are current, outstanding CFR obligations will prevent the certificate from being issued.

Not sure where your company stands? We run a full MBR and CFR compliance check at no cost and tell you exactly what needs fixing.

Get My Free Assessment

How We Restore Your Company to Good Standing

Whether your company is still registered but non-compliant, or has been struck off the register, here is the process we follow.

01

Compliance Audit

We pull your company’s MBR record and CFR status to identify every gap: overdue annual returns, missing financial statements, unfiled BO1 forms, outstanding penalties, tax arrears and lapsed officer appointments. You get a clear picture of where things stand and what it will cost to fix.

02

Document Reconstruction and Filing

We prepare all missing documents — reconstructing financial statements from bank records and available books, drafting annual returns, filing BO forms and updating director and company secretary registrations. For struck-off companies, this happens after the court approves restoration.

03

Registry and Tax Authority Settlement

All filings are submitted to the MBR and penalties settled. On the CFR side, we file overdue tax returns, clear outstanding balances and obtain a current Tax Compliance Certificate. This is typically the longest phase — 2 to 8 weeks depending on the number of overdue years.

04

Certificate of Good Standing Issued

Once both the MBR and CFR confirm full compliance, we apply for the Certificate of Good Standing through the MBR portal. The certificate is usually issued within 24 hours. If you need an apostille for use abroad, we arrange that through the Ministry for Foreign Affairs.

See What Needs Fixing

Ongoing Compliance: What We Monitor to Keep You in Good Standing

Restoring compliance is only half the job. These are the obligations we track and file on your behalf through our company secretarial service, so your company stays in good standing year after year.

  • Annual return filed within 42 days of the company’s anniversary date
  • Audited financial statements submitted via MBR’s BAROS system within statutory deadline
  • Beneficial ownership information (Form BO1) filed and updated within 14 days of any change
  • Company secretary active and registered at all times
  • All director appointments, resignations and changes notified to the MBR
  • Registered office address in Malta kept current and accurate
  • Statutory registers (members, directors, secretaries) maintained and up to date
  • Board minutes and AGM resolutions prepared and filed
  • Income tax return filed within 9 months of financial year end
  • VAT returns submitted by the 22nd of each following month
  • FSS/NI contributions paid monthly and kept current
  • Tax Compliance Certificate (TCC) renewed before 6-month expiry

Why Companies Work With Us for Malta Compliance

We Fix the Problem, Not Just the Paperwork

Most compliance issues have multiple layers — MBR filings, CFR arrears, missing BO forms and lapsed officer appointments. We address all of them in a single engagement. You deal with one team; we deal with both the Registry and the tax authority.

Don’t Lose Your Company Permanently

If your company has been struck off, you have a maximum of 5 years to restore it — after that, it is gone for good. We handle the court application, document reconstruction and full re-filing. We have restored companies that were struck off for years and brought them back to active, compliant status. But the clock is running.

Ongoing Monitoring So It Never Happens Again

Our company secretarial service tracks every filing deadline, prepares the documents and submits them on time. Annual returns, BO updates, statutory registers, AGM minutes — all handled. You get a compliance calendar and reminders well before each deadline.

Certificate of Good Standing When You Need It

Once your company is fully compliant, we apply for the Certificate of Good Standing through the MBR portal. Typically issued within 24 hours. If you need an apostille for foreign banks, regulators or tenders, we coordinate that through the Ministry for Foreign Affairs.

Fix My Compliance

Malta Company Good Standing: Common Questions

It means your company has met all its obligations to the Malta Business Registry (MBR) and the Commissioner for Revenue (CFR). Specifically: all annual returns and financial statements are filed, beneficial ownership information is current, a company secretary and registered office are maintained, all fees and penalties are paid, and no striking-off or dissolution proceedings are pending. The MBR confirms this status by issuing a Certificate of Good Standing.
Each overdue annual return attracts penalties of up to €2,329.37 under L.N. 354/2008. The MBR will also have flagged your company for potential striking-off proceedings. The longer you wait, the more penalties accumulate and the higher the risk of being struck off. The fix involves filing all overdue returns with audited financial statements, paying all penalties and clearing any CFR tax arrears. We handle the full process and can typically bring a company back into compliance within 2 to 8 weeks.
Failure to file or update Form BO1 carries penalties of €5,000 plus €100 per day for standard breaches, and €10,000 plus €500 per day for serious breaches under S.L. 386.19. Individual officers (directors, company secretary) can face personal penalties of up to €100,000. The MBR has been actively enforcing these since the transposition of EU Anti-Money Laundering Directives.
Yes, but only within 5 years of the striking-off date. Restoration requires a court application. Once the court approves, all missed filings must be submitted for every year the company was struck off. All accumulated penalties and a continuation fee must be paid. Previous directors, the company secretary and shareholders are deemed to have continued in their roles throughout the struck-off period. After 5 years, restoration is no longer possible and the company is permanently dissolved.
For companies that are still registered but non-compliant, the process typically takes 2 to 8 weeks depending on how many years of filings are overdue and whether financial statements need to be reconstructed from available records. For struck-off companies, add the time needed for the court application process. The main variables are the number of overdue years and the availability of accounting records.
A Tax Compliance Certificate (TCC) is issued by the Commissioner for Revenue (CFR) confirming that your company has no outstanding tax obligations — income tax, VAT, FSS/NI contributions. It is valid for 6 months. The MBR requires a current TCC as a prerequisite for issuing a Certificate of Good Standing. Without it, the MBR will not process your application, even if all MBR-side filings are up to date.
This is a common scenario. New owners inherit all outstanding compliance obligations. We start with a full compliance audit to map every gap — MBR filings, CFR arrears, BO forms, officer registrations. Then we prioritise the filings by cost and risk, prepare all missing documents and work through the backlog with both the Registry and the tax authority. The previous owners’ neglect becomes your problem on paper, but we make the resolution straightforward.
Yes. The majority of our compliance restoration clients are based outside Malta — across the EU, UK, Middle East and beyond. All filings are submitted electronically to the MBR and CFR. Document signing is handled digitally or by courier where originals are required. Court applications for struck-off companies are attended by our team in Malta. You do not need to travel to Malta at any point in the process.
Yes. Under the Companies Act (Cap. 386), a Malta company must have an appointed company secretary at all times. The MBR will flag this as a compliance failure and it will prevent the issuance of a Certificate of Good Standing. We can act as your company secretary or help you appoint one, and we file the necessary MBR notifications to regularise the position.
Penalties continue to accumulate every year. The MBR will eventually initiate striking-off proceedings. Once struck off, your company loses its legal existence — it cannot hold assets, enter contracts, operate bank accounts or distribute dividends. Directors may face personal restrictions. If you do not restore within 5 years, the company is permanently dissolved. On the CFR side, tax debts remain enforceable against the company and potentially against directors personally.
Almost certainly not. Dormant companies have the same filing obligations as active ones. Annual returns and financial statements must be filed every year, beneficial ownership must be reported, and a company secretary must remain appointed. Many international holding companies set up for tax planning purposes are later neglected when the intended structure is not pursued. If yours has been dormant for years, it has accumulated significant MBR penalties and may be at risk of striking-off.
Yes, but the certificate is the final step, not the first. The MBR only issues it once all compliance requirements are met. We first restore full compliance — MBR filings, CFR tax clearance, beneficial ownership, officer registrations — and then submit the certificate application through the MBR portal. It is typically issued within 24 hours of application. If you need an apostille for use outside Malta, we arrange that through the Ministry for Foreign Affairs.
We manage all recurring compliance obligations: filing annual returns within 42 days of the anniversary date, submitting financial statements via BAROS, updating beneficial ownership forms within 14 days of any change, maintaining statutory registers, preparing board minutes and AGM resolutions, and monitoring your Tax Compliance Certificate renewal. You receive deadline reminders and a compliance calendar. The goal is simple: your company stays in good standing at all times, and a certificate can be obtained at short notice whenever you need one.
It depends on the number of overdue years, whether financial statements need to be reconstructed, and whether the company has been struck off (requiring a court application). MBR penalties are statutory and cannot be negotiated — they must be paid in full. Our professional fees are quoted after the initial compliance assessment, which we provide at no cost. We give you a clear breakdown of statutory penalties, filing fees and professional fees before we start any work.
Resolve My Case

Get Your Malta Company Back on Track

No cost, no obligation — we check your company’s MBR and CFR status, identify every compliance gap and come back to you with a clear action plan and cost estimate. Just tell us your company name and registration number. We typically respond within one working day.

You will speak with

Andrew Fenech

Andrew Fenech

Business Development Manager

Adrian Pavia Dimech

Adrian Pavia Dimech

Audit Principal

Tatiana Muscat

Tatiana Muscat

Audit Manager

  • Free initial consultation
  • Response within 24 hours
  • No obligations whatsoever

Or reach us directly

+356 2703 7012info@borggalea.com

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