Opening a Limited Liability Company in Malta

Malta is well-known for its efficient incorporation of companies, as well as the business friendly environment and advantageous corporate tax system. Many choose to do business under a limited liability company as it is fully capable of carrying out business of choice, while providing a separate legal personality from that of its shareholders and limiting their liability to the amount of share capital.

One may do business under a private limited company or a public limited company.

A private limited company is required to have at least two, however not more than fifty shareholders. In such a company it is not allowed to invite the public to subscribe for any shares or debentures of the company. The minimum authorized share capital must be EUR 1,164 of which 20% must be deposited upon the registration of the company. Malta’s Company Act provides for exemptions to these rules by allowing private exempt companies to have one shareholder.

A public limited company, having the same requirements for the number of shareholders, is free to offer and trade its shares and debentures to the general public. The minimum authorized share capital must be EUR 46,587.47 of which 25% must be deposited upon the registration of the company.

What is required to set up a company?

Registered office in Malta

You will need to have an office in Malta for registration and further functioning of the company.

Reservation of a unique company name

The interested persons may reserve the name of their future undertaking by submitting an application to the Registrar Of Companies (ROC). Company names may be reserved with the ROC for a period of 3 months. After ROC affirms the specific name is not already in use or reserved, it shall issue a certificate.

Drafting of Memorandum and Articles of Association

The applicant must draw up and submit to the Registry of Companies (ROC) a Memorandum and Articles of Association, which will prescribe the objectives and functioning details of the company. Erremme Business Advisors (EBA) will help you determine the requirements of your future company and draft in a neat fashion all of the necessary documents. This document must imply the initial designation of the directors and secretary.

Share capital deposit

Prior to registration the paid up share capital shall be deposited into a bank account in Malta. For this purpose one must open a corporate bank account for depositing the minimum share capital.

Payment of Fees

The registration fees payable when incorporating a company are dependent on the authorized share capital, starting from EUR 210 (if share capital does not exceed EUR 1,500) and up to EUR 2,250.

Filing of documents with ROC

After the previous actions have been carried out, one must submit to the ROC the following:

  • the memorandum and articles of association;
  • a confirmation of the company name reservation;
  • the bank receipt confirming the share capital deposit;
  • passport copies of the shareholders, directors and company secretary.

 

Tax matters

The company after incorporation will be required to register for VAT and obtain a tax identification number with the Maltese tax administration.

Other actions

The company, depending on its purpose and intended activity, may have to acquire specific and special licenses or certificates to undertake certain economic/professional activities.

Other options

In case of establishing a Maltese company is not preferred, foreign persons are given the option to carry out business through different commercial mechanisms. These include:

  • subsidiary companies (as limited liability companies);
  • branch offices;
  • liaison or representative offices.

 

Being one of the leading Maltese business advisory firms with a wealth of experience in corporate environment, Erremme Business Advisors (EBA) is in an ideal position to ensure a quick and easy set-up of your business.

Get in touch with us

📞 (+356) 2166 1273
📧 info@erremme.com.mt

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