TAX & OTHER INFORMATION

Types of Company

There are two main types of Private Company:

1. Private Limited Company

A private company must have a minimum of two shareholders, one director (either individual or corporate) and one secretary (must be an individual). The director and secretary cannot be the same person if there is one director only.

2. Private Exempt Limited Company

A private exempt company must have only one shareholder, one director (individual only) and one secretary (individual only). The director and secretary can be the same.

In addition a private exempt company must meet the following conditions:

• The number of persons holding debentures of the company is not more than fifty, and
• No body corporate is a director of the company, and neither the company nor any of the directors is party to an arrangement whereby the policy of the company is capable of being determined by persons other than the directors, members or debenture holders thereof. The memorandum & articles must ensure this is covered.
• The specific main activity of the company must be specified in the Memorandum under the objects.

Procedure to Incorporate

The registry will require certain documentation in respect to the registration of a company including:

• The suggested Memorandum & Articles of Association
• A copy of the passport of the directors, if individuals
• A copy of the registration documents of the directors, if corporate
• A copy of the passport of the secretary
• A bank reference for each of the shareholders
• Evidence that the share capital has been paid up. The monies should be paid to Mann Made’s client account with the Company’s name as a reference.

In the cases where Mann Made provide the directors, secretary and nominee shareholders that are known to the registry further documentation is unlikely to be required.

Once the registry have all the documentation they require, the Company can be incorporated in one to two days.

Registered Office

Every company registered in Malta must maintain a registered office in Malta.

Disclosure of Beneficial Ownership

The registered shareholders are on the public registry in Malta. The use of nominees will protect the identities of the beneficial owners. However the ultimate beneficial ownership may need to be disclosed to certain parties depending on what is required for the company, such as the opening if a bank account. Mann Made will require the full details of all relevant parties as is required by law.

Authorised and Issued Share Capital

The minimum authorised share capital for a private company is Euro 1,164.69, but for ease we incorporate with a minimum authorised share capital of Euro 1,200. The issued share capital must equate to the minimum amount.

The registry will charge a fee for the formation of the company based on its authorised share capital, so the higher this is, the higher the fee to incorporate. Our fees are based on the company having an authorised capital of Euro 1,200 so the registry fee is included. If a higher authorised capital is required then our fee will increase in line with the increased registry fee.

20% of the issued share capital must be fully paid up so the higher the issued share capital the higher the amount that needs to be paid. For a standard company with Euro 1,200 of issued shares the amount to be paid up is Euro 240, which for ease should be paid into Mann Made’s client account.

Taxation

Maltese companies are taxed at 35% on their worldwide income. However there is a full imputation system in place whereby the shareholder can claim a refund of a percentage of the taxes paid following a dividend distribu

CORPORATE INFORMATION

SHARE CAPTIAL OR EQUIVALENT

DIRECTORS

SHAREHOLERS

COMPANY SECRETARY

ACCOUNTS

OTHER