Establishment of Place of Buisness in Malta by a Foreign Company

Revision No.  4 -   Last Updated : 09-10-2002

 

This is permissible and is regulated by the Companies Act, 1995.

Requirements

The Act provides that any body corporate constituted or incorporated outside Malta wishing to establish a place of business in Malta must, within one (1) month of its having established such a place of business in Malta, deliver the following documentation to the Registrar of Companies for registration:

1.      An authenticated copy of its charter, statute or memorandum and articles or any other instrument in writing defining its constitution.  If any such instrument is not in the English language, a translation into English certified to be correct will also have to be delivered; AND

2.      An indication of the country of incorporation or constitution of such body corporate; AND

3.      The names, full residential addresses and identity card numbers of those individuals resident in Malta (at least one) authorised to represent the body corporate; AND

4.      A list of the directors and of the company secretary containing the full names, full residential address, nationality, business occupation (including particulars of any other directorships held) of such persons; OR

5.      If the body corporate does not have directors or a company secretary, a list of those persons vested with its administration and representation containing the full names, full residential address, nationality, business occupation (including particulars of any other directorships held) of such persons; OR

6.      If the directors and company secretary or other bodies vested with the administration and representation of the body corporate are themselves a body corporate, the full name and registered office of such body corporate.

Together with the above documentation, Forms M, N and O signed by either a director, company secretary or other authorised officer should also be delivered to the Registrar for registration.

Alterations

If any alteration is made in:

·        the charter, statute or memorandum and articles or other instrument in writing as aforesaid; or

·        the directors or company secretary or their particulars; or

·        the individuals authorised to represent the body corporate or their particulars,

·        the body corporate should, within one (1) month of the change, notify the Registrar by delivering to him for registration the appropriate return containing the particulars of the alteration and signed as detailed above.

Accounting requirements

Any such foreign body corporate registered in Malta as detailed above, shall prepare and deliver annually to the Registrar for registration:

1.      a balance sheet;

2.      a profit and loss account; and

3.      notes to these accounts,

in the form and with the particulars and information prescribed and required by the Companies Act, 1995.

The Registrar may, however, accept for registration the above accounts prepared in the form required under the law of the place of incorporation or constitution of the foreign body corporate if, in his opinion, such accounts give substantially the same information.

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