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Company registration in Malta

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Advantages of choosing Malta for company formation and registration

Company registration in Malta offers several advantages, including:

  • Favorable Tax System. Malta has an effective tax rate that can be significantly lower than that in other European countries. This is due to a full imputation system which avoids double taxation on distributed profits. That’s an obvious advantage of setting up a company in Malta.
  • Strategic Location. Situated in the Mediterranean, Malta serves as a gateway between Europe, North Africa, and the Middle East. This strategic location is beneficial for businesses looking to operate in these regions.
  • EU Membership. As a member of the European Union, companies registered in Malta benefit from the freedoms and advantages of being part of the EU, including access to the single market.
  • English as an Official Language. English is one of the official languages of Malta, which simplifies communication and business operations for international companies.
  • Robust Legal System. Malta has a strong legal framework that is based on both the British Common Law system and Civil Law, providing a familiar and reliable legal environment for businesses.
  • Skilled Workforce. Malta has a highly educated, multilingual workforce, which is an asset for companies, especially those in the technology, finance, and iGaming sectors.
  • Business-Friendly Environment. The Maltese government is known for being pro-business with various incentives for startups and foreign investors, such as grants, low-interest loans, and tax credits. This aspect is one of the most Malta company formation benefits.
  • Strong Financial Services Sector. Malta has a robust and well-regulated financial services sector, making it an attractive location for financial companies.
  • Growing Economy. Malta's economy has been steadily growing, offering a stable and promising environment for businesses.
  • High Quality of Life. Malta offers a high standard of living with a warm climate, rich culture, and a safe environment, which is beneficial for attracting and retaining talent.

These factors make the jurisdiction an attractive destination for Malta company formation, especially for businesses looking to expand within the EU and Mediterranean region.

Malta Company Registration Services

We can provide a wide range of services to assist businesses in registering a company in Malta. Here's a list:

  • Malta Company Incorporation Itself Assistance with the entire process of company formation, including preparation of necessary documents, submission of registration forms, and liaising with the Malta Business Registry.
  • Legal Advice on Corporate Structure Except for Malta company formation services, we can provide advice on the most suitable corporate structure for the business, considering tax efficiency, compliance, and business objectives.
  • Tax Consulting and Planning We are offering guidance on Malta's tax system, including advice on tax optimization, compliance with local tax laws, and international tax planning.
  • Сorporate Bank Account Opening Assistance with opening corporate bank accounts, including liaison with banks and preparation of necessary documentation.
  • Compliance and Regulatory Advice We can help you to ensure that the company complies with Maltese corporate laws and regulations, including ongoing compliance requirements.
  • Licensing and Permits Assisting with obtaining licenses and permits required for the company’s operations in Malta, especially for regulated sectors like iGaming, financial services.

By providing these services, we can greatly facilitate the process of setting up and running a business in Malta, helping to ensure compliance with local laws and optimizing for business success.

Types of Maltese companies

Below is the overview of company types available in Malta

  • Private Limited Company (LTD). The most prevalent type of company chosen by investors in Malta is the limited company. It is classified as a private entity if its articles stipulate a maximum of 50 shareholders, impose limitations on share transfers, and forbid the public trading of its shares.
  • Public Limited Company (PLC). A limited liability company is considered public if it does not meet the criteria of a private company. Such companies are allowed to trade their shares or bonds on the markets. However, they are not permitted to offer any subscriptions for their shares or bonds unless they are registered, and any issuance must be accompanied by a prospectus.
  • Branch. A company incorporated outside of Malta and seeking to conduct business within the country has the option to establish a permanent representative office or branch. To register a branch, it's required to appoint a local representative, who needs to be an individual residing in Malta. Any actions such as setting up, modifying, or closing a branch in Malta, delegating powers to a branch representative, and filing financial statements, must be officially registered within a month following their occurrence.

Malta Company Formation Requirements

Malta company registration procedure entails several requirements that must be met. These include:

  • Company Name Approval. The chosen company name must be unique and approved by the Malta Business Registry.
  • Registered Office. The company must have a registered office in Malta, which is the official address for all communications and notices.
  • Memorandum and Articles of Association. These documents must be prepared and submitted in order to set up a company in Malta. They include the company's objectives, share capital, shareholder information, and governance rules.
  • Minimum Share Capital. The minimum share capital for a private limited company is €1,165, with at least 20% paid up. For a public limited company, it's €46,588, with at least 25% paid up.
  • Directors and Company Secretary. One of the Malta company formation requirements is that private companies shall have at least one director and a company secretary, while public companies need a minimum of two directors.
  • Shareholders. For company incorporation in Malta, there must be at least one shareholder, and their details must be disclosed in the Memorandum and Articles of Association. Shareholders can be individuals or corporate entities.
  • Bank Account. Opening a corporate bank account in Malta to deposit the share capital.
  • Compliance Officer. Depending on the nature of the business, a Compliance Officer may be required to ensure adherence to regulatory and legal requirements.
  • Auditor Appointment. The first auditors of the company are usually appointed by the directors, but thereafter the auditors are appointed by the company in a general meeting
  • Annual Returns and Financial Statements. Companies are required to file annual returns and financial statements with the Malta Business Registry.
  • Data Protection Registration. If the company processes personal data, it must comply with GDPR and might need to be registered with the Office of the Information and Data Protection Commissioner in Malta.
  • Tax and VAT Registration. Registration with the Malta tax authorities for income tax and, if applicable, VAT.
  • Business Licenses and Permits. Depending on the type of business, specific licenses or permits may be required.

Malta Company Incorporation: Legal and Taxation Insights

Company formation in Malta offers a range of legal and taxation advantages, making it a favorable jurisdiction for business operations. Here are some key insights:

Legal Insights:

EU Compliance. As an EU member state, Maltese corporate law is harmonized with EU directives, ensuring a stable and predictable legal environment.

Types of Companies. The most common company forms are the private limited liability company (Ltd.) and the public limited liability company (plc). There are also options for partnerships.

Corporate Governance. Maltese law requires a minimum of one director for private companies and two for public companies. A company secretary is mandatory for all types.

Registration and Documentation. Companies must be registered with the Malta Business Registry, and key documents include the Memorandum and Articles of Association.

Flexibility in Company Structure. Malta offers flexibility in structuring a company, including the use of nominee shareholders and directors for confidentiality

Legal System. Malta’s legal system, based on both civil law and common law principles, is well-regarded for its robustness and fairness.

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Taxation Insights

Corporate Tax Rate. The standard corporate tax rate is 35%. However, effective rates can be significantly lower due to Malta’s full imputation system and tax refund system.

Tax Refund System. Shareholders of Maltese companies can be eligible for significant tax refunds on the tax paid by the company, potentially reducing the effective tax rate to between 5% and 10%.

No Withholding Taxes. Malta does not impose withholding taxes on dividends, interest, and royalties paid to non-residents, with some exceptions.

Double Taxation Relief. Malta has an extensive network of double taxation treaties with over 70 countries, minimizing tax liabilities for international businesses.

EU Parent-Subsidiary Directive. As an EU member, Malta applies the EU Parent-Subsidiary Directive, exempting dividends received from EU subsidiaries from Maltese tax.

Participation Exemption. Profits derived from a ‘participating holding’ (a shareholding in a non-resident company) are often exempt from Maltese tax.

VAT Compliance. Businesses must comply with Maltese VAT laws, which are aligned with EU directives. VAT registration is mandatory for certain thresholds of turnover.

Understanding these legal and taxation aspects is crucial for anyone considering incorporating a company in Malta. The country's favorable conditions offer compelling advantages for business, particularly for those looking to operate within the EU or seeking an efficient tax structure.

Ongoing Corporate Compliance and Governance

For a Maltese company, ongoing corporate compliance and governance involve adhering to local laws and regulations, maintaining accurate financial records, submitting annual returns and financial statements to the Malta Business Registry, holding annual general meetings, ensuring tax compliance, and upholding standards of corporate governance as per Maltese law. This ensures the company operates transparently, ethically, and in line with regulatory requirements.

Malta company formation process

If you want to register a company in Malta, you have to follow a determined process. The process of forming a company in Malta is relatively straightforward and involves several key steps:

Choosing a Company Type. As a first step within the Malta company formation process, you have to decide on the type of company to be formed, typically either a private limited liability company or a public limited company.

Company Name Reservation. Select a unique company name and get it approved by the Malta Business Registry. This ensures that no other company is registered under the same or a similar name.

Drafting the Memorandum and Articles of Association. As a part of the process of incorporation of company in Malta, you will have to prepare these key documents. The Memorandum must include details such as the company name, registered office in Malta, objectives of the company, share capital, and details of the shareholders. The Articles of Association outline the company’s internal regulations.

Minimum Share Capital. Deposit the minimum share capital in a bank account. For a private limited company, the minimum share capital is €1,165, with 20% paid up. For a public limited company, it's €46,588, with at least 25% paid up.

Registering the Company. Submit the Memorandum and Articles of Association, along with proof of share capital deposit and other documents, to the Malta Business Registry.

Appointment of Directors and Company Secretary. Appoint the required number of directors and a company secretary. Their details will be included in the company’s registration documents.

Registration Fee. Pay the necessary registration fee to the Malta Business Registry. The fee varies depending on the company’s share capital

Receiving the Certificate of Registration. Once the Malta Business Registry processes and approves the application, the company will be officially registered, and a Certificate of Registration will be issued.

Tax and VAT Registration. Register the company with the Maltese tax authorities for income tax and, where applicable, Value Added Tax (VAT).

Opening a Corporate Bank Account. Open a corporate bank account for business transactions.

Appointing an Auditor. Appoint an auditor after the company's registration.

Ongoing Compliance. Ensure ongoing compliance with Maltese corporate laws, including filing annual returns and financial statements, holding annual general meetings, and maintaining proper accounting records.

Additional Business Services in Malta

Except for company formation, we can help you with legal advice on corporate and tax structuring, compliance and regulatory matters, assist with opening a bank or other account for the Maltese company, and obtaining of a gaming license.

InteliumLaw's advantage in company registration in Malta

Expertise in Maltese Law

We have a deep understanding of Maltese corporate law, ensuring compliance and efficient handling of the registration process.

Streamlined Registration Process

We offer a streamlined and simplified company registration process, which can be particularly advantageous for foreign investors unfamiliar with local procedures.

Tailored Legal and Tax Advice

The firm could provide tailored legal and taxation advice, helping companies optimize their operations in line with Maltese laws and tax regimes.

Network and Connections

We have established networks within Malta’s business, legal communities as well other Malta company formation agents and that is a significant advantage, facilitating smoother business operations for clients

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FAQ

How much does it cost to set up a company in Malta?

Malta company formation cost can vary depending on several factors such as the type of company being registered, its share capital, and the services used for the registration process. Generally, the Malta company registration fees paid to the Malta Business Registry are based on the company's authorized share capital. Contact us and we will provide you with a fee quote.

What other fees do I need to consider except for Malta company formation fees?

When forming a company in Malta, you should anticipate several additional costs beyond the initial formation fees. These include legal and professional fees if you engage in services like lawyers, accountants, or corporate service providers. If you lack a physical presence in Malta, there will be expenses for a registered office service. Opening a corporate bank account might involve certain bank charges. For businesses requiring specific licenses or permits, there will be associated fees. Ongoing compliance with Maltese corporate law, such as filing annual returns, also entails certain costs. Regular expenses for auditing, accounting, and operational activities like rent, utilities, and salaries (if you're setting up an office or hiring staff in Malta) are additional considerations. Insurance costs, depending on your business type, may also add to your overall expenses. It’s crucial to budget for these aspects to ensure the smooth operation and compliance of your business in Malta.

Why do companies set up in Malta?

Companies are drawn to set up in Malta due to its strategic Mediterranean location, serving as a bridge between Europe and North Africa. As an EU member, Malta provides access to the European single market. The country offers a favorable tax regime with potential for significant reductions in effective tax rates, supplemented by a wide network of double taxation treaties. English being an official language simplifies international business communications. Malta's skilled, multilingual workforce is attractive, particularly in sectors like technology and finance. The business-friendly environment, bolstered by a robust legal and regulatory framework, is conducive to sectors such as financial services and iGaming. Additionally, Malta's high standard of living and stable economy make it an appealing destination for businesses seeking growth and stability within the EU.

Can a foreigner start a business in Malta?

Yes, a foreigner can start a business in Malta. The country is known for its business-friendly environment and offers a straightforward process for foreigners to establish a company. Malta's entry into the European Union and its strategic location in the Mediterranean make it an attractive location for international business operations

What are the documents required to incorporate a company in Malta?

An application form for the company needs to be completed, accompanied by necessary due diligence documents such personal identification documents.

How long does it take to incorporate a company in Malta?

A few days after the submission of the documents to the authority.

Is it possible to proceed with the Malta company formation online?

it is possible to proceed with Malta company formation largely online. The Malta Business Registry offers online services that allow for the electronic submission of documents required for company registration. However, some stages still require interaction with physical documents.

What is the minimum share capital for a private company in Malta?

The minimum share capital for a private company in Malta is €1,165. However, it's important to note that only 20% of this amount needs to be paid up at the time of incorporation. This means that the actual minimum paid-up capital required at the time of setting up the company is €233

Do I need to have a local address to register a company in Malta?

Yes, to register a company in Malta, it is required to have a local registered office address within the country. This address serves as the official legal address of the company and is used for all formal communications and legal notices. The registered office address does not necessarily need to be the place where the company conducts its business activities, but it must be an address in Malta where official documents can be legally served. For businesses without a physical presence in Malta, it's common to use the services of a local corporate service provider who can offer a registered office address.

Are there any special requirements for non-EU residents to form a company in Malta?

Non-EU residents can form a company in Malta, but there are a few additional considerations and requirements compared to EU residents such more complicated due diligence requirements

Is it mandatory to have a local bank account for a Maltese company?

Crucially, Maltese companies are not legally bound to open bank accounts exclusively with banks that are licensed in Malta. They have the flexibility to set up bank accounts in any jurisdiction.

How many directors and shareholders are required in a Maltese company?

In a Maltese company, at least one director and one shareholder are necessary.

What is the corporate tax rate in Malta?

The corporate tax rate in Malta is set at 35%. However, due to Malta's unique tax system, the effective tax rate can be significantly lower for shareholders, particularly foreign shareholders, who can benefit from Malta's tax refund system. This system often results in an effective tax rate that is considerably lower than the nominal rate of 35%.

Is Malta an offshore?

Malta is not considered an offshore jurisdiction in the traditional sense. It is a member of the European Union and adheres to EU regulations and standards, particularly in financial services, taxation, and anti-money laundering measures. Unlike typical offshore jurisdictions, Malta has a more transparent and regulated financial system, and it actively complies with international tax laws and cooperation agreements.

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