Setting up a Business in Malta

A business could take various forms, but generally takes the form of a limited liability company or commercial partnership. Such businesses are formed by agreement between the shareholders or partners and must be registered with the Maltese Business Registry. Naturally, one may also opt to register as a sole trader and do away with the formal procedures governing the other business forms.

Deciding on how to set up your business is one of the first big decisions for any potential new business owner.

The limited liability company has an important advantage over other forms because it is considered to be a legal person distinct from its shareholders, and the assets and liabilities of the company are separate from those of its shareholders.

If you decide to set up a limited liability company, the following are 5 important points that you need to keep in mind:

1. The Memorandum and Articles of Association

The deed of constitution of a company is its memorandum, which includes:

  • the name of the company;

  • its status (private or public);

  • its registered address;

  • the details of its shareholders;

  • the objects clause of the company, including details of its operations;

  • the amount of authorised and issued share capital;

  • the number of shares allocated to each shareholder;

  • share classes (if any);

  • the details of the director(s) and company secretary.​

The memorandum must be accompanied by the Articles of Association, which is a document that sets out the internal regulations of the company.

2. Naming your company

You are entitled to choose any name that you want for your business, provided that it is not deemed to be too similar to another already existing company. The Maltese Business Registrar has the right to refuse a proposed name.

3. Share Capital

In the case of a private company, the minimum share capital is of €1,165, of which at least 20% is paid up. (i.e. €233 must be paid up). This increases to €44,588 (minimum of 25% paid up) in the case of public companies.

4. Directors

The minimum number of directors in a private company is one, there is no maximum number. The minimum number of directors in a public company is two. Again, there is no maximum number.

5. Shareholders

A private company may have a minimum of one shareholder (single member company), and a maximum of fifty shareholders. On the other hand, public companies must have at least two shareholders. There is no maximum number of shareholders in the case of public companies.

Our team has vast experience with assisting clients to set up there business in Malta, so get in touch with us today so that we can guide you.

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