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Corporate Services

Fides offers tailored solutions for setting up and managing your business in Malta, including customized Memoranda and Articles of Association, seamless redomiciliation processes, and professional directorship and secretarial services. Navigate Malta's corporate landscape with ease and confidence with Fides' specialized support.

Malta Company Formation

To establish a company in Malta, you must submit a valid Memorandum and Articles of Association (M&A), along with identification documents of the subscribers and evidence of the initial share capital payment. Upon approval, the Registrar of Companies issues a certificate of registration. We offer support to our clients by drafting customized M&A tailored to their specific commercial needs and can also act as their representatives during the incorporation process in Malta.

Company Redomiciliation

The re-domiciliation of companies from foreign jurisdictions to Malta became possible due to amendments in the Maltese Companies Act 1995 in the year 2002. This implies that a company seeking to relocate its operations to Malta is not required to liquidate the foreign entity and establish a new one in Malta. Instead, it can transfer its domicile to Malta while maintaining the legal entity originally established in the foreign jurisdiction.

This move does not result in the creation of a new legal entity; rather, it shifts the original entity from one legal jurisdiction to another. The company retains all its assets, rights, obligations, and liabilities from its initial registration country. Additionally, any ongoing or future legal proceedings involving the company remain unaffected. Company officers also remain bound by any obligations, judgments, convictions, rulings, orders, debts, or liabilities existing or arising against them.

Malta Branch Establishment

The re-domiciliation of companies from foreign jurisdictions to Malta became possible due to amendments in the Maltese Companies Act 1995 in the year 2002. This implies that a company seeking to relocate its operations to Malta is not required to liquidate the foreign entity and establish a new one in Malta. Instead, it can transfer its domicile to Malta while maintaining the legal entity originally established in the foreign jurisdiction.

Following recent amendments to the law a foreign company may opt to establish a branch in Malta. Oversea companies setting up branches in Malta are required to register the branch in Malta with the Maltese Registry of Companies within one month from establishing a branch or a place of business in Malta. In terms of the Maltese Companies Act, a foreign or ‘oversea company‘ is a body corporate which is constituted or incorporated outside Malta.

The Maltese Companies Act covers the provisions concerning ‘oversea companies‘ (or bodies corporate, incorporated outside Malta) which set out to establish a branch or place of business within Malta. In particular, Section 385 of the Companies Act details the documents which must be delivered to the Registrar of Companies for registration within one month of the establishment of the place of business.

A branch of an oversea company (managed and controlled outside Malta) would be taxable in Malta only on income arising in Malta and on income arising outside Malta but remitted to Malta. The taxable income of a Maltese branch shall be subject to the same corporate tax system as Maltese Companies: The income of the branch would be taxed at the same rate as that of a Maltese company. Non-resident shareholders of overseas companies may qualify for refunds of tax.

Directorship & Company Secretarial

A private company registered in Malta is required to have at least one director. Directors manage all the business of the company, except for business that falls within the competence of general meetings. There is no requirement that the director of Maltese company must be a Maltese resident.

Upon careful valuation of the business activities of the company. Our licenced company Fides Fiduciary Limited may occasionally be appointed as a director for Maltese companies, provided such mandate falls within our risk appetite

The Memorandum of Association must specifically state the number of directors as well as the identity of the first directors of a company. Subsequent directors are appointed by ordinary resolution at general meetings by the shareholders of a Malta company. The office of a director in a Malta company may terminate by means of resignation, removal, disqualification, or expiration of office. A director is removed by an ordinary resolution at a general meeting.

Every Malta Company requires by law to have a company secretary. Fides may provide such a licenced service through Fides Fiduciary Limited. Our company secretaries undertake the following duties:

  • Maintaining the statutory registers,
  • Ensuring that the company complies with its Memorandum and Articles of Association,
  • Drafting resolutions,
  • Organising board meetings and an annual general meeting,
  • Formulating meeting agendas and preparation of minutes,
  • Raising matters which may warrant the attention of the Board,
  • Effecting changes in the Board of Directors and Shareholders,
  • Preparing and filling of annual returns,
  • Ensuring that people who are entitled to do so can inspect company records,
  • Administering the registered office: co-ordination and distribution of correspondence sent to the registered office.

Contact us for further guidance on the legal requirements of setting up a Malta company and the role of a company secretary within a Maltese company.

Trust Fides to guide you through Malta’s corporate landscape with efficiency and expertise.

What Sets Us Apart

Tailored Solutions

We understand that every business is unique. Our team works closely with clients to tailor solutions that align with their specific goals and challenges.

Expertise Across Industries

Whether you are a startup, a multinational corporation, or anything in between, we have the expertise to navigate the complexities of various industries.

Integrity and Compliance

At Fides, we operate with the highest standards of integrity and are committed to ensuring that our clients are fully compliant with local regulations and international best practices.

Crafting your vision into a reality.

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