For the purpose of the setting up a limited liability company in Malta (the ‘MaltaCo’), the following information and/or documentation shall be required:

(a) Name

We would suggest that three names (in order of preference) are provided in case the proposed name is not accepted by the Registrar of Companies.

(b) Registered office

Every company registered in Malta must have a registered office in Malta. The registered office is the place where writs, summons, notices, orders and other official documents can be served upon a company. Unless otherwise specified in the Memorandum and Articles of Association (the ‘MAs’) of MaltaCo, the registered office is also the place where the various registers and books of the company are kept.

The registered office of MaltaCo may be situated at the office of David Zahra & Associates Advocates.

(c) Principal Activities

Details of the main business activity of the company must be provided in as these must be included in the objects clause of the Memorandum of Association of MaltaCo.

(d) Shareholders

A company is generally incorporated by at least two shareholders, which may be individuals or corporate. Certain exemptions allowing for a single member company to be incorporated apply.

The identity of the shareholders and beneficial owners of the shares must be established, including through the submission of a certified true copy of their passportin the case of individual shareholders or their statutory documents (Memorandum and Articles of Association and certificate of good standing / extract from registry of companies) in the case of a corporate shareholders.

(e) Authorised Share Capital

The level of authorised share capital of MaltaCo refers to the maximum amount of shares that may be issued without amending the MAs. The amount of fees payable to the Registry of Companies depends on the amount of the authorised share capital

(f) Issued Share Capital

The nominal value of each share and the currency in which the share capital shall be denominated needs to be indicated.

In the case of a private company in Malta, the minimum and issued share capital is circa €1,200 (or equivalent in any other currency) of which only 20% needs to be paid up.

In the case of a public company in Malta, the minimum authorised and issued share capital is €46,600 (or equivalent in any other currency) of which only 25% needs to be paid up.

(g) Directors

A Malta Company must have at least one director – no capping number is stipulated by the Companies Act. Directors may be local or foreign, individuals or legal persons. As in the case of shareholders, the identity of the directors must be established through the submission of the relevant documentation.

(h) Company Secretary

A company is to appoint a company secretary responsible for keeping the statutory books. These services are also offered by David Zahra & Associates Advocates.

 

David Zahra & Associates Advocates may draft the MAs of Maltaco, which will contain the above information and which are required to be signed by the shareholders or a mandatory for and on behalf of the shareholders.

Once the M&As are signed, these will be filed with the Registry of Companies in Malta for registration together with evidence that the initial share capital of the company has been deposited in a bank account held in the name of MaltaCo, the prescribed fee and all other documents (as referred to above).

Once the Registrar of Companies is satisfied that the filed documents are complete and in accordance with law, MaltaCo would be registered and a certificate of registration is issued in its respect. This generally takes place within 24 to 48 hours from the filing of the above documents.