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Malta


Malta

MALTA

HISTORY AND POLITICAL STRUCTURE

 

The Republic of Malta, is a Southern European country and consists of an archipelago situated centrally in the Mediterranean, 93 km south of Sicily and 288 km east of Tunisia, with the Strait of Gibraltar 1,826 km to the west and Alexandria 1,510 km to the east.

Malta is one of the world’s smallest and most densely populated countries since it has only 300 km² in land area. Its capital is Valletta. The country has two official languages   Maltese and English but Maltese is considered the national language of the country.

Throughout history, Malta’s location has given it great strategic importance and a sequence of powers including the Phoenicians, Greeks, Romans, Fatimids, Sicilians, Knights of St John, French and British ruled the islands.
Malta gained independence from the United Kingdom in 1964 and became a republic in 1974. In addition Malta retained membership in the Commonwealth of Nations. It is a member of the United Nations and a member of the European Union. Malta is also a party to the Schengen Agreement and member of the euro zone.

Malta is a Parliamentary Republic. It was a British colony from 1800 until its independence on 21 September 1964. The Republic was proclaimed on 13 December 1974.

In 1974, the constitution was revised, and Malta became a republic within the Commonwealth, with executive authority vested in a Maltese president. The president is appointed by parliament. The president appoints as prime minister the leader of the party that wins a majority of seats in a general election for the unicameral House of Representatives. The president also nominally appoints, upon recommendation of the prime minister, the individual ministers to head each of the government departments.

Malta’s judiciary is independent. The chief judge and 20 other judges are appointed by the president with the advice of the prime minister. The highest is court the Constitutional Court hears appeals in cases involving violations of human rights, interpretation of the constitution, and invalidity of laws. In addition, the court of appeal hears appeals from the civil court and various boards and tribunals, including the Industrial, Small Claims, and Consumers’ Tribunal, a court of criminal appeal and a criminal court, where a presiding judge sits with a jury of nine. The court of criminal appeal hears appeals from those convicted by the criminal court. Lastly, there is also a juvenile court.

ECONOMY

Until 1800 Malta depended on cotton, tobacco and its shipyards for exports. After the British arrived, they came to depend on the dockyard for support of the Royal Navy, especially during the Crimean War of 1854.  In later years, when the Suez Canal opened Malta’s economy was given a great boost, as there was a massive increase in the shipping which entered the port. By the 1940’s though, Malta’s economy was in serious crisis.

The economy is dependent on foreign trade (serving as a freight trans-shipment point), manufacturing (especially electronics and textiles) and tourism. Since the late 1970s, tourist arrivals and foreign exchange earnings derived from tourism have steadily increased. Malta is a popular tourist destination, with 1.2 million tourists every year. The tourists that visit Malta are three times more than there are residents. Tourism infrastructure has increased dramatically over the years and a number of good-quality hotels are present on the island.

The government is investing heavily in education, including college level. With its highly educated, English-speaking population, Malta has seen growth in high value-added manufacturing and in the services sector, away from the traditional low-cost manufacturing in textiles. The banking system remains highly concentrated, with two of the four local commercial banks accounting for about 90% of total loans and deposits.

Consolidation of public finances has improved over recent years. The budget deficit was brought down from 10.7%
of GDP in 1998 to 2.5% of GDP in 2006, a figure that was below the 3% required by the Maastricht criteria. For this
reason, in 2007 the European Commission had abrogated the excessive deficit procedure against Malta, only to reo-
pen it in May 2009, as the country’s budget deficit for 2008 increased to 4.7%. The Government of Malta attributed
the increase to one-off impacts in the 2008 budget. The budget deficit was revised for 2010, reaching 3.87% of GDP.

WHY CHOOSE MALTA WHEN STARTING A BUSINESS?

Many businessmen choose to start a business in Malta since the process of forming a Company in Malta is pretty straight forward and lacks complications. The most important thing to note is that you would never need to be present in Malta to form a Malta Company.

The Malta Financial Services Authority (MFSA) is an autonomous public authority entrusted with the regulation of financial services in Malta.

The MFSA also houses the Registry of Companies where all commercial partnerships
including companies are registered irrespective of what type of activities they carry out.

The Registry of Companies is a public registry and all registered information and

documentation is available to the public. The Registrar of Companies is appointed in terms of the Companies Act 1995.
There are different categories of companies with which to start a Business in Malta. Some of the categories are the
following:

An International Business Company is a corporation that is referred to as a company, generally created in a tax haven that is authorised to do business worldwide excluding the country of incorporation.

A limited liability company is validly constituted in accordance with the Companies Act once a memorandum of association is entered into and subscribed by at least two persons and a certificate of registration is issued in respect thereof by the Registrar of Companies. A limited liability company is the most common form of business in Malta. Offshore companies have the combined benefits of tax exemption, anonymity, privacy protection and limited liability. That is why many business people are choosing to incorporate their companies offshore.

Advantages of the Jurisdiction of Malta

•   Tax exemptions (5% implied Tax on profits from trading activities of the Malta    Company. Full exemption on par-
      ticipating holdings)

•   No withholding taxes, stamp duties or exchange control restrictions apply on distribution of profits from the Mal-
      tese Company to nonresident shareholders, and these dividends can be expatriated without any restrictions.

•   Anonymity (Nominee services offered ensures that your (shareholding, Directors etc).

•   Highest level of privacy protection

•   Limited liability with minimal paid up capital requirement for the Maltese Company

•   Business can be conducted internationally, and with minimal changes through the Malta Company

•   The Malta Company will be incorporated using your desired name (subject to approval by the Registrar of Com-
     
panies).

•   Companies registered in Malta are considered resident in Malta, wherever ownership or management exists or
      business is carried out.

•   Non-residents are freely entitled to hold shares or office in a Malta Company

•   Annual and general meetings of the Maltese Company may be held outside Malta

•   Malta Companies may hold funds in banks outside Malta.

•   The company formation procedure in Malta typically takes 48 hours.

•   Companies can be re-domiciled to Malta.

Placing an order for the formation of a company

 

Placing an order for the formation of a company in Malta is relatively easy. The process involves the following:

 

•   Preparation of the Memorandum & Articles of Association for the Company (this is the Statute of the company);

•   Registering the Memorandum & Articles of Association with the Malta Financial Services Authority (MFSA);

 

The  preparation  of  the  Memorandum  &  Articles  of  Association  requires  some  fundamental  information  and documentation:

 

• Main Objectives of the Company (activities);

• Details of the shareholders of the Company;

• Details of the directors of the Company;

• Details of the Authorised Share Capital;(minimum €1,200)

• Details of the Issued Share Capital;(minimum €1,200)

• Details of the Company Secretary;

• Details of the Registered Office (has to be in Malta and can be provided by Contact)

•   In case of individual shareholders, documents that are required are:-
       - Certified True copy of the Passport

- Bank Reference

•   In the case of corporate shareholders, certified copies of the following documents are required:

• Certificate of Incorporation

• List of shareholders, directors

• Certificate showing Registered Office of the Company

• Memorandum & Articles of Association or similar document;

• If company is incorporated outside the EU, a bank reference is required - if this is not available, a professional reference would suffice.

•   Once the Memorandum & Articles of Association is drafted it is submitted to the shareholders for review and sign-
      ing. When the original document is returned to us, together with the funds representing the issued share capital
      (and fees for MFSA charges), the Memorandum and Articles of Association is forwarded to the MFSA.

•   It normally takes between 3 - 4 days to have the company registered and official copies of the Memorandum &
      Articles of Association together with original Certificate of Incorporation ready for collection.

Requirements for the Registration of a Company

 

•   Director: Minimum of one Director. Corporations are permitted. No restrictions.

•   Secretary: A secretary is necessary. The Company Secretary of a Malta company is responsible for the Company
      Register, to keep all minutes of meetings of the Company’s members and directors, and to file all documentation
      with the Registry of Companies as required by law.

•   Shareholder: Minimum of one shareholder. Corporations are permitted.

•   Shareholders, secretary and Directors may be the same.

•   Shares & Capital: The minimum share capital is 500 shares without par value Lm.

•   Name of the Company: Must end with one of the following suffixes: Limited or Ltd or if it is a public company

P.L.C.

 

Required Documents to register the company:

 

The registration of a company is done by submitting the necessary documentation to the Registry of Companies. The documentation includes:

 

1. The Memorandum and Articles of Association (M&A).

2. Identification document of the subscribers, and;

3. Proof that initial share capital has been deposited

 

Malta is not classified as an Offshore Tax Havens by OECD; hence companies operating from Malta do not carry the Offshore Tax Havens stigma and are less subject to scrutiny when trading outside its shores. Malta is part of the EU and hence a company registered here now carries much more prestige. A Malta registered company is entitled to obtain a VAT registration number that would facilitate trading throughout Europe.

fonE�z:��ʂfont-family:"Arial","sans-serif";color:black;letter-spacing:-.15pt'>that visit Malta are three times more than there are residents. Tourism infrastructure has increased dramatically over the years and a number of good-quality hotels are present on the island.

 

The government is investing heavily in education, including college level. With its highly educated, English-speaking population, Malta has seen growth in high value-added manufacturing and in the services sector, away from the traditional low-cost manufacturing in textiles. The banking system remains highly concentrated, with two of the four local commercial banks accounting for about 90% of total loans and deposits.

Consolidation of public finances has improved over recent years. The budget deficit was brought down from 10.7%
of GDP in 1998 to 2.5% of GDP in 2006, a figure that was below the 3% required by the Maastricht criteria. For this
reason, in 2007 the European Commission had abrogated the excessive deficit procedure against Malta, only to reo-
pen it in May 2009, as the country’s budget deficit for 2008 increased to 4.7%. The Government of Malta attributed
the increase to one-off impacts in the 2008 budget. The budget deficit was revised for 2010, reaching 3.87% of GDP.

WHY CHOOSE MALTA WHEN STARTING A BUSINESS?

Many businessmen choose to start a business in Malta since the process of forming a Company in Malta is pretty straight forward and lacks complications. The most important thing to note is that you would never need to be present in Malta to form a Malta Company.

The Malta Financial Services Authority (MFSA) is an autonomous public authority entrusted with the regulation of financial services in Malta.

The MFSA also houses the Registry of Companies where all commercial partnerships

including companies are registered irrespective of what type of activities they carry out.



GENERAL OVERVIEW

Location

Malta lies at the centre of the Mediterranean Sea, 93km south of Sicily and 288km north of Africa.

Time zone

Central European Time (CET).

Population

414,971.

Capital

Valletta.

Airport(s)

Malta International Airport, Luqa.

Language

Maltese, English.

Currency

EURO.

Political system

Democratic republic.

International dialling code

+356.

Legal system

Mixed legal system; company law and commercial laws mostly based on UK statutes and general property law based on a Civil Code.

Centre’s expertise

Corporate services, including holding company structures, investment services including hedge fund domiciliation; captive insurance.

TAX

Personal income tax

Rates vary according to income brackets and whether computed jointly with spouse or individually.

Corporate income tax

35%.

Exchange restrictions

No, however in certain instances there may be a duty to notify the Central Bank of Malta for statis­tical purposes.

Tax treaties

47 double tax treaties.

SHARE CAPITAL

Permitted currencies

Any convertible currency.

Minimum authorised capital

€46,587.47(plc); €1,164.69 (private company).

Minimum share issue

€46,587.47(plc); €1,164.69 (private company).

TYPE OF ENTITY

Shelf companies

Not used in practice in Malta as companies can be registered in a short time given the correct documentation.

Timescale for new entities

Two days.

Incorporation fees

Authorised Share Fee Capital. Fees ranges from €349.41 to €1,747.03 depending on capital.

Annual fees

Depending on the authorised share capital of the company - fees range from €163.06 to £978.34.

DIRECTORS

Minimum number

Two in the case of a public company; One in the case of a private company.

Residency requirements

None.

Corporate directors

Permitted (director may be any 'person').

Meetings/frequency

N/A.

SHAREHOLDERS

Disclosure

Yes, but when shares are held on trust or under a fiduciary agreement one only finds the informa­tion about the registered shareholders and not the beneficial interests.

Bearer shares

Warrants to bearer can only be issued by public companies and then only if so autorised by the companies Memorandum or Article of Association and the shares are fully paid up.

Minimum number

Two.

Public share registry

Yes.

Meetings / frequency

Every company must hold an annual general meeting.

ACCOUNTS

Annual return

Required upon each anniversary of company's registration. Must be signed by at least one director or the company secretary and submitted to the Registrar of Companies within 42 days after the date to which it is made up.

Audit requirements

Required to appoint a Maltese auditor(s) at each AGM at which annual accounts are laid.

OTHER

Registered office

Yes.

Domicile issues

Company naming restrictions

A public or private company may be designated by any name not already used by another com­pany and not offensive or restricted. Such name must end with Plc or Ltd.

Uniqueness

We specialise in being different