OUR PRICES

The description of corporate structures and prices quoted below is serving as a general guide and may be subject to the most recent changes of the legislation in various jurisdictions. We invite you to contact us for the latest update and free quotation.

COUNTRY: Malta

MALTESE COMPANY

The term 'offshore' was used in Malta only in the 'Offshore Company', which has been phased out in favour of the International Trading and Holding Company (ITC and IHC) forms. Non-residence was a key criterion for obtaining offshore tax treatment in most situations. Until the 1st January 2007, Malta used to allow the incorporation of International Holding Companies and International Trading Companies, both of which were very attractive because of the generous refunds of tax allowed to the non-resident shareholders.  These companies will remain in existence until the 31st December 2010 and it is no longer possible to incorporate them today.  This follows on pressure from the European Union for Malta to end the tax discrimination between resident and non-resident shareholders of Maltese companies.

After an agreement reached with the EU, from 1st January 2007 Malta has amended the Income Tax Act to create what is today known as the Malta Company, while keeping in place the full-imputation system of corporate taxation, which ensures that these companies are still the most tax-advantageous corporate structures within the European Union. A Malta Company is a normal onshore Maltese company registered in Malta, which is allowed to carry on any kind of activity, be it trading, holding, investments or whatever.  The company can also mix the nature of its business and is not limited in any way.

Legal form: Maltese company law derives chiefly from civil or 'Roman' law, rather than common law. A new Companies Act 1995 replaced the old Commercial Partnerships Ordinance, and set up a new regime for commercial entities under the Registrar of Companies. By far the most usual form that businessmen and/or corporations prefer is the private company limited by shares.  Limited Liability Company may take the form of a private company or public company.

Name of the company: Malta companies must use the suffix Limited or Ltd. to denote limited liability and can use any name unless it includes words such as Empire, Crown, Imperial, Windsor, Royal, Chartered or Municipal. Special consent is required for names such as Bank, Insurance, European, Maltese or International.

Memorandum and Articles of Association: To register a limited liability company, Memorandum and Articles of Association must be prepared by a licensed law practitioner and filed at the Office of the Registrar of Companies. A limited liability company may be registered by the shareholders or their authorized agent. In practice, a local firm of lawyers, accountants or consultants is engaged to carry out all necessary formalities. Memorandum specifies the activities in which the company may engage and Articles of Association specifies the rules governing the internal management of the company.

Shareholders: The number of shareholders in a private Limited Liability Company may be from 2 to 50. Single member companies can be incorporated under certain conditions. Details of shareholders appear on the public file but anonymity can be preserved by the use of nominee shareholders. Shareholders may be individuals or corporate. Bearer shares cannot be issued.

The minimum share capital: Maltese limited liability company may be registered with authorized share capital of EUR 1,250, which is the maximum share capital that attracts the minimum capital duty.  20% of the authorized share capital must be paid up.

Directors of the company and company secretary: The minimum number of directors is one, who may be corporate or individual. The full name, nationality, residential address and occupation together with copy of the passport are required. Details of the directors appear on the public file but anonymity can be preserved by the use of nominee directors.

Registered office and secretary: Every company registered in Malta is required to have a registered office and address in Malta, which should be notified at the Registrar's Office. It is also required that a Maltese resident secretary is appointed.

Taxation: Maltese companies incorporated after 01/01/1995 are considered as being resident in Malta for tax purposes irrespective of the place of management and control. Following pressure from the European Union on Malta to remove the discrimination in its corporate taxation laws between resident and non-resident shareholders, corporate taxation has been reformed and now varies between zero and 10% for all shareholders.

Briefly, the main tax advantages of a Malta Company are the following:

a.) Low effective tax rate on worldwide profits as follows:

- 0% on dividends received from a participating holding, that is:

(i) where the parent company holds at least 10% of the equity in the subsidiary; or

(ii) holds an investment in the subsidiary of at least EUR 1.5 million and holds that investment for more than 183 days).

b.) 0% on capital gains made from the disposal of a participating holding;

c.) 5% on dividends from non-participating holdings;

d.) 5% on trading income;

e.) 10% on passive income (interest, royalties etc). 

f.)  possibility to have  European Union VAT number for EU VAT trading (where applicable);

g.) no withholding tax on distribution of dividends to the shareholders.

Audit and financial returns: All Malta registered companies must file annual returns showing details of shareholders and directors and must submit their audited accounts.

Meetings: Company meetings need not be held in Malta.

Time needed for formation: Usually it is 3 -10 working days.

In order to proceed with the formation of the Malta company please visit our  how do I start  page and then proceed to  filling in our application form