Malta


Advantageous geographical position of Malta always attracted invaders, this caused frequent change of invaders until 13th century. In 1530 Emperor Charles V gave Malta to the Knights Hospitaller, now known as the Knights of Malta. The Knights' reign ended when Napoleon captured Malta on his way to Egypt during the French Revolutionary Wars in 1798. In 1800 the British captured the capital of the island – Valetta. Great Britain formally acquired possession of Malta in 1814. The island staunchly supported the UK through both World Wars and remained in the Commonwealth when it became independent in 1964. A decade later Malta became a republic. Since about the mid-1980s, the island has transformed itself into a freight transshipment point, a financial center, and a tourist destination. Malta became an EU member in May 2004 and began using the euro as currency in 2008.

Service packages

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Service item Express Standard Optimum
Company registration
Legal address per year
Secretarial services for the first year
Fees and duties for the first year
Apostilled bound set of incorporation documents
Compliance fee
Nominee service per year
Bank Account Pre-approval
Price

7 330 USD

13 460 USD

13 960 USD

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Contact method: and / or

Core Services

6 050 EUR

— Incorporation

including incorporation tax, state registry fee, including Compliance fee

included

— Annual government fees

Stamp Duty and Companies Registry incorporation fee

4 050 EUR

— Corporate legal services

including registered address and registered agent, NOT including Compliance fee

110 EUR

—Delivery of documents by courier mail

DHL or TNT, at cost of a Courier Service

840 EUR

— Apostilled set of Statutory documents

Optional services

5 060 EUR

Nominee Director

Paid-up “nominee director” set includes the following documents

7 810 EUR

Nominee Shareholder

Paid-up “nominee shareholder” set includes the following documents

Related services

720 EUR

Tax Certificate

Company’s tax residence certificate for access to double tax treaties network

Certificate of Good Standing

Document issued by a state agency in some countries (Registrar of companies) to confirm a current status of a body corporate. A company with such certificate is proved to be active and operating.

Stamp Duty Exemption

Compliance fee

Compliance fee is payable in the cases of: In the case of incorporating a company with more than one BO / officer; change of director / shareholder / BO (except the change to a nominee director / shareholder), issue of a power of attorney to a new attorney. Renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / BO (except the change to a nominee director / shareholder)

750 EUR

For legal entity

In the case of incorporating a company with more than one BO / officer; change of director / shareholder / BO (except the change to a nominee director / shareholder), issue of a power of attorney to a new attorney; in other cases please see below

250 EUR

Basic

simple company structure with only 1 physical person

50 EUR

For legal entity in structure under GSL administration

additional compliance fee for legal entity in structure under GSL administration (per 1 entity)

100 EUR

For legal entity in structure not under GSL administration

additional compliance fee for legal entity in structure NOT under GSL administration (per 1 entity)

350 EUR

For client with high risk Status

Cost of incorporation, including first year servicing 7330
Cost of nominee director services per year, including an apostilled set of documents 6130
Cost of annual service, starting from the second year 4910
Open account in 26877
Incorporation timescale for a turnkey company 1 month
Country 26711

General information shortly

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Total area Population Capital Unemployment Corruption perceptions index rank
316 sq. km 411.277 (2013) Valletta 6.7% (2013) 45 (2013)
Location Southern Europe
National currency EURO
Conditional reduction of currency EUR
Against USD 0.73
Climate, average max and min t° Mediterranean; mild, rainy winters; hot, dry summers; avg. maximum temperature (August) +35°; avg. minimum temperature (January) +12°
Time difference from Moscow - 3 hours
Dialing code +356
State language Maltese, English
Ethnic groups Maltese 95.3%, British 1.6%, others 3.1%
Literacy rate 93%
Credit rating A
Government type parliamentary republic
Executive branch Prime minister and Cabinet of ministers
Legislative branch House of Representatives (69 members)
Judicial branch Inferior Courts, Civil and Criminal Courts of Appeal, and a Constitutional Court
GDP per capita rank 36 (2013)

Corporate info

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Shelf companies permitted Legal system Incorporation timescale for a turnkey company Cyrillic alphabet permitted in company name Local registered office
No a hybrid system containing elements of both English common law and Roman civil law 1 month No Yes
Types of entity sole proprietorship; partnership en nom collectif, partnership en commandite (or limited partnership); limited liability company; cooperative; branch of overseas company; trust; foundation; association
Incorporation timescale for a new company 1 day
Company suffix "Limited" or "Ltd"
Sensitive words Fiduciary, Nominee, Trustee
Local registered agent Yes
Information to be kept at the registered office original certificate of registration, original Memorandum & Articles of the company, share certificates, register of members, minute book of general meetings of the company, minute book of meetings of the board of directors, and accounting records
Seal required, type of seal not required
Redomiciliation (to, from) permitted permitted

Director and secretary

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Minimum number of directors Residency requirements for directors Corporate directors permitted Disclosure to local agent Disclosure to public
1 No Yes Yes Yes
Directors’ meetings/frequency/location No requirements
Company secretary required Yes
Residency requirements for a secretary No
Qualified secretary required No
Corporate secretary permitted No

Shareholder and beneficiary

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Minimum number of shareholders Residency requirements for shareholders Corporate shareholder permitted Disclosure to local agent Disclosure to public
2 No Yes Yes Yes
Meetings/frequency/location Yes / annually / no requirements
Beneficiary info disclosure to No

Shares and share capital

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Minimum authorized share capital Minimum issued share capital Minimum paid share capital Authorized capital payment deadlines Bearer shares permitted
1165 EUR 1165 EUR 1165 EUR Upon registration No
Issued capital payment deadlines Upon registration
Standard currency EUR
Standard authorized share capital 1200
Standard par value of shares 1
Shares with no par value permitted No

Taxes

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Min. rate for corporate tax Capital gains tax VAT Withholding tax Exchange control
35% Regular rate 18% No No
Personal tax 0-35%
Corporate tax (in detail) Income tax is paid by companies at a rate of 35%. However, in the future distribution of dividends, Maltese shareholders can set off this tax against income tax. Non-resident shareholders can receive a refund of most of this tax, which allows a significant reduction in the effective tax rate, depending on the type of income of the company, the tax can be reduced, as a rule, to 0 - 10%
Capital gains tax. Details included in a tax base of coporate income tax
VAT. Details The standard VAT rate is 18%. For some goods and services, the tax rate is 7% and 5%
Other taxes Social contributions, Property transfer tax
Stamp duty 2-5%

Accounts

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Requirement to file accounts Publicly accessible accounts Audit required Requirement to file Annual Return Publicly accessible Annual Return
Yes Yes No Yes Yes
Requirement to prepare accounts Yes
Double tax treaties network 76
Tax Exchange Information Agreement network 5
OECD member No
Offshore/onshore status according to the RF laws No

GENERAL INFORMATION

General

Malta is a southern European country in the Mediterranean Sea.
Total area of the country is 316 sq. km. The population is 411.277 people (2013). Among ethnic groups are Maltese (95.3%), British (1.6%), others (3.1%).
The capital is Valletta.
The official language are Maltese, English.
The currency is euro (EUR). 1 USD is equal to 0.73 EUR.
Climate of Malta is Mediterranean; mild, rainy winters; hot, dry summers; avg. maximum temperature (August) +35°; avg. minimum temperature (January) +12.
Time difference with Moscow is -3 hours.
Literacy rate is 93%.
Calling code is +356.

History

Advantageous geographical position of Malta always attracted invaders, this caused frequent change of invaders until 13th century. In 1530 Emperor Charles V gave Malta to the Knights Hospitaller, now known as the Knights of Malta. The Knights' reign ended when Napoleon captured Malta on his way to Egypt during the French Revolutionary Wars in 1798. In 1800 the British captured the capital of the island – Valetta. Great Britain formally acquired possession of Malta in 1814. The island staunchly supported the UK through both World Wars and remained in the Commonwealth when it became independent in 1964. A decade later Malta became a republic. Since about the mid-1980s, the island has transformed itself into a freight transshipment point, a financial center, and a tourist destination. Malta became an EU member in May 2004 and began using the euro as currency in 2008.

Government

Malta is a parliamentary republic.
The head of state is the President. The president is elected by the House of Representatives for a five-year term. He appoints as Prime Minister the leader of the party with a majority of seats in the unicameral House of Representatives The President also nominally appoints, upon recommendation of the Prime Minister, the individual ministers.
Executive power is vested in Prime Minister who is the head of government and the cabinet.
Legislative power is formed by the unicameral House of Representatives (Kamra tad-Deputati) which is elected every 5 years. The House of Representatives is made up of 69 members of parliament.
Judiciary branch comprises Inferior Courts, Civil and Criminal Courts of Appeal, and a Constitutional Court. According to the Constitution, the President appoints the Chief Justice of Malta and the judges of the superior courts on the advice of the Prime Minister of Malta.

Economy

Malta is classified as an advanced economy together with 32 other countries according to the International Monetary Fund (IMF).
Currently, Malta's major resources are limestone, a favorable geographic location and a productive labor force. Malta produces only about 20% of its food needs, has limited freshwater supplies and has no domestic energy sources, aside from the potential for solar energy from its plentiful sunlight. The economy is dependent on foreign trade (serving as a freight trans-shipment point), manufacturing (especially electronics and textiles) and tourism. Film production is a growing contributor to the Maltese economy.
In preparation for Malta's membership in the European Union, which it joined on 1 May 2004, it privatised some state-controlled firms and liberalised markets. In 2010, Malta managed to privatise telecommunications, postal services, shipyards and shipbuilding.
Competing against countries like Ireland and Luxembourg, Malta has a unique combination of a multi-lingual workforce and a strong legal system. The country has been successful in attracting gaming businesses, aircraft and ship registration, credit-card issuing banking licences and also fund administration. Service providers to these industries, including fiduciary and trustee business, are a core part of the growth strategy of the Island.

GENERAL CORPORATE INFORMATION

Legal System

The Maltese legal system is a hybrid system containing elements of both English common law and Roman civil law. English legal principles are very influential in public and commercial law, especially in shipping and company law. However, the system of judicial precedents does not apply: judges are not bound by previous case law, though much weight is attached to these decisions.

Types of Entities

The principal forms of business organization in Malta are:
  • sole proprietorship;
  • partnership en nom collectif,
  • partnership en commandite (or limited partnership);
  • limited liability company;
  • cooperative;
  • branch of overseas company;
  • trust;
  • foundation;
  • association.

The most common structure is the private limited liability company.

REGISTRATION

Company Name

A private company may be designated by any name, but such name shall end with the word ‘limited’ or its abbreviation ‘ltd’. Company names may be expressed in any language using the Latin alphabet. Names in Cyrillic alphabet are not allowed. A company may not be registered with a name which is the same or so similar that in the opinion of the Registrar it could create confusion, a name which is offensive or otherwise undesirable, or has been reserved for registration of another company by written notice to the Registrar (names may be reserved for a period of up to 3 months). The following elements of the name, their abbreviations, contractions or derivatives or foreign language equivalents require permit or authorisation from a competent authority: Fiduciary, Nominee, Trustee.

Incorporation

The procedure of the registration of a private limited liability company in Malta is as follows:
  1. Reserve a unique company name – less than 1 day: Checking the availability of a company name can be made online through the website of the Registry of Companies or in person. The reservation confirmation is sent by email.
  2. Draft the memorandum and articles of association – 1 day: Lawyers or corporate service providers draft the memorandum and articles of association.
  3. Deposit the paid-in minimum capital – 1 day: The Bank will open a company account once it receives reference letters from the signatories' respective banks. The following documents are necessary to open a bank account: 1. A duly filled in Know-Your-Client (KYC) form; 2. A completed request to open an account specifying the type of account, the currency and the preferred mode of tax payment; 3. Copy of the Memorandum and Articles of Association together with a certified copy of the Certificate of Registration issued by the Registry of Companies once the company is registered. The bank may also require a description of the activities of the company and the anticipated turnover thereof. 4. Confirmation of the permanent address of the Directors through a completed identification statement certified by a Prime bank or Maltese Embassy in the country of residence. The bank also requires the authenticated identification documents for all the directors, signatories, beneficial owners and secretaries. An original copy of a utility bill to be certified by the bank may also be required. 5. A completed form signed by the directors of the company appointing the bankers.
  4. Register at the Companies Registry – 2-3 days: The following documents are submitted to the Companies Registry in order to incorporate the company: 1. Confirmation of name reservation; 2. Signed memorandum and articles of association; 3. Confirmation of deposit of share capital; 4. Copy of the passport/ID of each shareholder, director and company secretary. The Registry will take between 2 and 3 days to incorporate the company at which point the official memorandum and articles along with the certificate of registration bearing the registration number and registration date of the company are issued. These documents are then subsequently uploaded to the website of the Registry of Companies.
  5. Obtain a trade license – 15 days: All businesses need to apply for a Trade License from the Trade Licensing Directorate.
  6. Obtain a company Tax Identification Number (TIN) – 7 days: The company’s certificate of incorporation is needed in order to obtain the TIN number.
  7. Open a permanent bank account – 1 day
  8. Register for VAT – 7 days: To register for VAT, the entrepreneur submits the application form S.L. 406.09 "Value Added Tax (Forms) Regulations", along with the company Tax Identification Number (TIN). Furthermore, a copy of the memorandum and articles of association, and a copy of the original certificate of registration including the stamp of the Malta Financial Services Authority (MFSA) should be produced.
  9. Obtain a PE number (employer identification number) and register employees – 3 days: Both the VAT number and the Income Tax number are required to obtain the PE number. For PE number: the registration form is available, the entrepreneur can either complete it online or print it and send it to IRD.
  10. Register the employees with Employment Training Corporation (ETC) – 1 day: The entrepreneur must declare the company's recruits to the ETC. The PE number is required.
  11. Register for Data protection – 1 day (simultaneous with previous procedure): Such registration must be done before the company carries out any data processing operations. VAT and registration numbers are required according to the form to be submitted.

The Registry timescale to incorporate a new company is 2-3 days. The timescale for a new turnkey entity is about one month.

Restriction on Activities and Bank Account

There are a number of restrictions imposed on the activities of Maltese companies. They, for example, cannot undertake insurance business, provide investment services or other financial services, or carry on gaming activities, unless a license is granted.
Maltese companies may open accounts with banks both within and outside Malta.

Registered Office

Maltese companies must maintain a registered office in Malta. This may be at the office of a firm of lawyers, accountants or other providers of corporate services. Any changes to the company's registered office must be notified to the Registrar of Companies. The following information and documents should be kept at the registered office: original certificate of registration, register of members, minute book of general meetings of the company, minute book of meetings of the board of directors, and accounting records. The registers and books containing minutes can be kept at such other place as may be specified in the company’s memorandum or articles. The accounting records can be kept at such other place as directors may think fit, however if they are kept outside Malta, there still must be sent to and kept in Malta such accounts and returns with respect to the business dealt with in the accounting records that will disclose the financial position of the company and will allow to prepare its financial statements.

Seal

There are no statutory requirements for a Maltese company to have a seal.

Annual Renewal

Maltese companies are renewed annually and the renewal normally includes: payment of fees for nominee directors and shareholders (if any), secretary, registered office and government fee for filing with the Registrar of an Annual Return containing the details of registered office, directors, secretary, shareholders, and share capital or changes in the same (the annual fee is calculated in accordance with the authorised share capital of the company).

Redomiciliation

Under the Continuation of Companies Regulations 2002, which came into force in 2002, foreign-registered companies can be redomiciled to Malta by pursuing a procedure outlined in the law. It is also possible for Maltese companies to choose to redomicile out of Malta.

COMPANY STRUCTURE

Directors

A Maltese company is required to have a minimum of one director, corporate or individual. There is no legal requirement that the directors be Malta residents.
Director’s details (adress and passportdetails) are disclosed to the local agent and appear on the public file.
There are no requirements to directors’ meetings.

Secretary

All Maltese companies must appoint a company secretary who should be an individual, a resident or non-resident. There are no special requirements for qualifications of the secretary. The law prohibits appointing as secretary the sole director of the company. Besides, if a company already has as secretary a sole director of a body corporate, then such body corporate cannot be appointed the sole director of the company. However, in the case of a private exempt company, the sole director is entitled to hold office of company secretary during the entire period of his directorship. One of the shareholders can serve as a secretary.

Shareholders

Maltese companies normally require two shareholders, individuals or corporations of any nationality or residence. Maximum number of shareholders is 50. A private exempt company may have just one shareholder. Such single member company must specify in the objects clause of its memorandum the activity which will constitute its main trading activity, and the company’s business must consist principally of that activity.
An individual shareholder can be a secretary and director at the same time.
Shareholders’ details are disclosed to the local agent and appear on the public file.
General meetings are to be held either in Malta or abroad annually, with the first annual general meeting to take place within eighteen months of the company’s incorporation. It is important that not more than 15 months elapse between the date of one AGM and another.

Beneficial Owner

The identity of the beneficial owner of a Malta company is treated as strictly confidential and must be disclosed only to the local agent, local banker and the auditor (as part of the obligatory due diligence), and can only be disclosed by them in the cases stipulated by law and following statutory procedure.

Share Capital and Shares

The share capital of a private limited liability company can be denominated in any convertible currency. The minimum authorized and issued share capital is EUR 1,165. Where the authorised share capital is equal to the minimum stipulated by law, it must be fully subscribed in the memorandum.
Usually the share capital is EUR 1,200 which is divided into shares of EUR 1 each.
Bearer shares or shares with no par value are not permitted.

WINDING-UP AND RESTORATION

Winding Up

A company may wind up:
  • voluntarily; or
  • involuntarily, that is, by court order.

Voluntary Winding Up
To liquidate a company voluntarily, a company has to pass an extraordinary resolution resolving to be dissolved. A company may decide to liquidate for any reason. Either from the date of such resolution or from a later date fixed in it, the company goes into dissolution and must ceases to carry on its business, except so far as may be required for the beneficial winding up. The resolution is then passed within 14 days to the Registrar of Companies for registration, subsequently published on the Registry’s website and in a daily newspaper. The resolution must be accompanied by a declaration of solvency, which is a declaration made by the directors before the passing of the resolution, stating their belief that the company will be able to pay its debts in full within one year from the date of dissolution. A winding up in relation to which a solvency declaration has been made by the directors is called a members’ voluntary winding up, and a winding up in relation to which such declaration cannot be made is called a creditors’ voluntary winding up.
Within one month after the date of dissolution, the company would then have to appoint a liquidator for the purpose of winding up the affairs of the company and distributing its assets.
Once the affairs are fully wound up, the liquidator then draws up a scheme for the distribution of the company’s assets. This is then audited, either by company appointed auditors, or failing that, by auditors appointed by the Court. When the affairs of the company are fully wound up, the liquidator must call a general meeting of the company to lay before the shareholders information concerning the winding up, the auditor’s report and the scheme of distribution. Within seven days of this meeting, the liquidator must send these documents together with a return relating to the holding of the meeting to the Registrar of Companies, who is entrusted with registering and publishing them. Three months after publication, the Registrar strikes the name of the company off the register unless interested parties have objected before the Court.

Winding Up by Court
The court may order the dissolution of a company where:
  • Company’s business is suspended for 24 months uninterruptedly;
  • Company is unable to pay its debts;
  • Number of members is reduced below the minimum and remains so for more than six months;
  • Number of directors is reduced below the minimum and remains so for more than six months;
  • Court is of opinion that grounds of sufficient gravity exist which warrant dissolution and consequent winding up of a company;
  • Period of time for which company has been set up, if any, expires or event which under Memorandum and Articles sanctions winding up of the company occurs and the company before such expiry or occurrence or event, has not passed resolution to wind up voluntarily.

Where company is dissolved by court, Registrar of Superior Courts shall forward copy of winding up order to Registrar for registration.

Restoration

Any interested person may by application to Court within five years from the strike off date request that the name of the struck off company be restored to the register and the winding up be reopened. If the Court is satisfied that the winding up and striking off has been vitiated by fraud or illegality of material nature, it may order the restoration of the company name to the register and reopening of winding up for such purposes and such period as the court will specify in its decision. It should be noted that the Court will only accede to application for restoration if it is satisfied that this is the only remedy available.

TAXATION

Personal Income Tax

Individuals ordinarily resident and domiciled in Malta are taxed there on their worldwide income.
Non-domiciled residents are subject to tax on income from Maltese sources as well as on foreign income remitted to Malta (except for income from the sale of foreign assets).
Non-residents are subject to tax on income from sources in Malta.
The tax rate varies according to the income level and marital status.
The tax rates for single individuals are:
  • Income up to EUR 9,100– 0%
  • EUR 9,101 to 14,500 – 15%
  • EUR 14,501 to 60,000 – 25%
  • Over EUR 60,000 – 35%.

There is a minimum income tax of EUR 5,000. Special tax rates may apply for part-time and overtime work.
There are special residency programmes, as well as rules for highly qualified specialists and specialists employed in innovative industries, which provide preferential tax regimes (often a flat tax rate of 15%).
Gains from the sale of real estate, shares and other securities (except for fixed income instruments), business, intellectual property rights, interests in a partnership or a trust are subject to taxation at the maximum rate for the respective taxpayer. Special tax rates apply to certain categories of Maltese real estate. Gains from the sale of shares listed on recognized stock exchanges are tax exempt, except in certain cases.
Tax paid by a Maltese company is considered as tax prepaid by the shareholder of the company. In such system, dividends distributed by Maltese companies, as a rule and subject to certain conditions, are not further taxed in the hands of an individual, it is possible to credit tax against the tax paid on the company's profits.
Dividends from foreign companies are subject to tax (for domiciled residents).

Corporate Income Tax

Companies are subject to corporate income tax at the rate of 35%.
However, upon further distribution of dividends, Maltese shareholders may credit this tax against income tax.
Non-resident shareholders can receive a refund of most of this tax, which allows significantly reducing the effective tax rate. Depending on the type of the company’s income, the tax can be reduced, as a rule, to 0-10%.
Gains from the sale of shares are subject to tax, except for gains from the sale of shares listed on recognized stock exchanges.
Dividends received by a Maltese company from another Maltese company are subject to tax; if the distributing company has paid tax, there is no further taxation.
Dividends from foreign sources and profits from the sale of shares may be exempt from taxation under the substantial participation exemption. The conditions for exemption include, among others, 5% participation interest, less than 50% of the distributing company's income must be passive income, or the company must be resident in an EU member state or be taxed at least at 15% rate; there are alternative criteria for granting the exemption.

CFC Rules

A controlled foreign company is a foreign company in which a Maltese resident, directly or indirectly, individually or jointly with related parties, owns more than 50% of the capital, voting rights or rights to profits, and which is taxed at a rate less than half of the tax that would be paid in Malta.
The taxpayer must include the CFC’s non-distributed profit in its tax base if such profit arose from arrangements that were aimed at obtaining tax advantages and is generated through the assets, risks and significant people functions performed by the taxpayer.
CFC’s profits below certain thresholds are tax exempt.

Withholding Tax

Malta does not levy withholding taxes on income paid to non-residents.

VAT

The standard VAT rate is 18%.
Some goods and services are subject to 7% and 5% VAT rates.

Social Security Contributions

Social security contributions are paid by both employers and employees at the rate of 10% of the remuneration and in the amount of EUR 48.57 per week for salaries exceeding EUR 24,986 per year.

Stamp Duty

Stamp duty is payable on various transactions, in particular transactions with real estate (general rate – 5%) and marketable securities (general rate – 2%).

Property Transfer Tax

Real estate transfers are subject to withholding tax at various rates. The general rate for transactions made after 1 January 2015 in respect of Maltese real estate is 15%. There are different rates for different situations.

Double Tax Agreements

Malta has entered a whole range of double tax and tax information exchange mechanisms:
  • 76 DTCs: Albania, Andorra, Australia, Austria, Azerbaijan, Bahrain, Barbados, Belgium, Bulgaria, Canada, China, Croatia, Cyprus, Czech Republic, Curacao, Denmark, Egypt, Estonia, Finland, France, Georgia, Germany, Greece, Guernsey, Hong Kong, Hungary, Iceland, India, Ireland, Isle of Man, Israel, Italy, Jersey, Jordan, Korea (Republic of), Kuwait, Latvia, Lebanon, Libya, Liechtenstein, Lithuania, Luxembourg, Malaysia, Mexico, Moldova (Republic of), Montenegro, Morocco, Netherlands, Norway, Pakistan, Poland, Portugal, Qatar, Romania, Russian Federation, San Marino, Saudi Arabia, Serbia, Singapore, Slovakia, Slovenia, South Africa, Spain, Sweden, Switzerland, Syrian Arab Republic, Tunisia, Turkey, United Arab Emirates, United Kingdom, United States, Uruguay, Vietnam.
  • 5 TIEAs: Bahamas, Bermuda, Cayman Islands, Gibraltar, Macao (China).

Exchange Control

Malta has no exchange control.

ACCOUNTS

Accounting Records

The Companies Act requires every company to keep proper accounting records for the following:
  • All sums of money received and expended by the company, and details of the receipts and expenditure.
  • All sales and purchases of goods by the company.
  • The assets and liabilities of the company.

The accounting records, which must be available for inspection at all times by the directors, must be such as to explain the company’s transactions and facilitate the preparation of financial statements. The records of accounts are usually to be kept at the registered office of the company in Malta, but the directors are entitled to decide otherwise. If the accounts are kept at a place outside Malta, financial statements and returns must be sent to and kept at a place in Malta.

Annual Return

Each year, upon anniversary of its incorporation, a company registered in Malta must prepare and submit to the Registrar of Companies an Annual Return of the company containing the details of all shareholders, directors, registered office and share capital and any changes thereof. This information is available to public. The Annual Return duly completed and signed by at least one director or the company secretary must be filed with the Registrar within 42 days after the date to which it is made up. In case of non-compliance, the Registrar of Companies may strike the company off the register.
Annual return is publicly accessible.

Financial Statements

In addition, every Maltese company must annually prepare and submit to the Registrar its annual accounts. The accounts must be laid for approval before the general meeting of the company within ten months after the end of the relevant accounting reference period and then, accompanied by the auditors’ report and the directors’ report, be delivered to the Registrar within 42 days from the end of the 10-month period for laying of annual accounts.
Exemption from audit is granted to private companies which in their balance sheet dates do not exceed the limits of two of the three following criteria:
  • a balance sheet total is EUR 46,587.47;
  • turnover is EUR 93,174.94;
  • average number of employees is 2.

Such companies may draw up abridged balance sheets, abridged layout of profit and loss account and abridged notes to the accounts.

Liability of Directors

Officers of the company failing to file annual return or directors failing to deliver the accounts (or delivering defective annual accounts) to the Registrar are liable to a penalty of EUR 2,329.37 and to a further daily penalty of EUR 46.59 for every day during which such default continues.

Tax Returns

The tax year usually coincides with the calendar year.
The corporate income tax return must be filed by the later of the two deadlines: before expiry of 9 months from the financial year-end or by 31 March of the year following the reporting year.
Companies usually make three advance tax payments during the respective year, with final payment due on the day of filing of the tax return.

REGULATED COMPANIES

Shipping Companies and Registration of Ships

The registration of ships is made under the Merchant Shipping Act 1973. This statute was initially based on UK legislation, but there have been several amendments to this Act since 1973. It is possible to register a ship in the ownership of an international owner provided there is a resident agent appointed to act on its behalf.
The registration of vessels under the Maltese flag takes place firstly by provisional and subsequently by permanent registration. Provisional registration is normally valid for six months and may be extended for a period of another six month, by which time permanent registration must be completed. The permanent certificate of registration is valid for 12 months and must be renewed on an annual basis by payment of an annual fee to the Malta Maritime Authority.
Requirements for provisional registration
  • An application for registration by the owner or an authorised representative including, if required, an application for change of name of ship;
  • Proof of qualification to own a Maltese ship; in the case of a body corporate, the memorandum and articles of association;
  • In the case of non-Maltese owners, appointment of a resident agent;
  • A copy of the ship’s International Tonnage Certificate, where applicable;
  • A declaration of ownership made in front of the Registrar by the owner or an authorised representative;
  • Evidence of seaworthiness; in the case of trading ships, confirmation of class, with a recognised organisation, and information of the ship statutory certification including company ISM compliance;
  • Where applicable, request for the Administration to authorise the appropriate recognised classification society to issue the ship's and the company statutory certificates;
  • Where applicable, application for Minimum Safe Manning Certificate;
  • Application for Ship Radio Station License;
  • Payment of initial registration fees and annual tonnage tax.

Documents to be submitted during provisional registration
  • A builder's certificate, if the vessel has not been registered elsewhere; otherwise a bill of sale or any other document for registry;
  • A cancellation of registry certificate from the last country of registry, showing vessel to be free from encumbrances or otherwise;
  • In the cases of SOLAS ships, copy of the last updated Continuous Synopsis Record issued by the Administration where the ship was last documented;
  • Certificate of Survey and a copy of the international Tonnage Certificate issued by an approved surveyor of ships;
  • Evidence that the vessel has been marked in accordance with law.

Benefits of licensed shipping company
A licensed shipping organization owning a Maltese vessel is not subject to tax on income in the operation of the vessel. Other benefits include the following:
  • There are no exchange control restrictions;
  • There are no restrictions on the nationality of the officers and crew;
  • Shares in a shipping organization are freely transferable and are not subject to stamp duty/capital gains tax;
  • There are no restrictions as to whom a shipping organization can trade with.

Yachts Taxation
As a rule, yachts which are used within the EU waters, and all yachts owned by EU citizens must be VAT paid and must have a VAT paid certificate. Malta is one of the EU jurisdictions offering substantial VAT reductions by means of Lease structures. The Maltese law does not impose that the Lessor and the Lessee must have a different beneficial owner, and nor is it imposed that the Lessor must be a financial institution. Furthermore, Malta offers a low base rate of VAT at 18%.
According to Maltese law, for the purpose of VAT, the lease of the yacht is considered a supply of services with the right of deduction of input VAT by the lessor, where such right applies. This supply of services is taxable according to the use of the craft, attributed within the territorial waters of the European Union (EU), provided that the lessor is a Maltese company (including a commercial bank) which is leasing the craft to any Maltese or non-Maltese person or company.
The guidelines issued by the Maltese Vat Department establish the estimated percentage portion of the lease based on the time that the craft is used within the territorial waters of the EU. These percentages are set according to the length of the craft and its means of propulsion (power or sailing).
The standard rate of VAT of 18% is only applied on the established percentage of the lease, deemed to be related to the use of the craft in EU territorial waters. The minimum rate is paid on a yacht of 24 meters or bigger, where the ‘vatable’ portion is established at 30% with an effective rate of VAT and tax of between 5.4 and 6.2 per cent.
In order to benefit from the Maltese VAT lease scheme, the boat must come to Malta, possibly at the beginning and at the end of the lease agreement. A financial leasing agreement is drawn up between a Maltese company and any Maltese or foreign person or company. Prior to the set up, approval is sought in writing from the Commissioner of VAT who is to confirm the rate applicable according to the use in EU territorial waters (depending on the size and propulsion of the craft), as well as the acceptability of the value of the craft as declared. For this purpose a valuation certificate of the craft is submitted with the application for approval.
Payments are divided into two phases -An initial contribution is paid by the lessee to the lessor amounting to 50% of the value of the craft. Subsequently, Lease installments are paid every month by the lessee to the lessor, and the law (guidelines) requires that the lease agreement should not exceed 36 months.
Furthermore, the lessor is expected to make a profit from the leasing agreement over and above the value of the boat, and the purchase value at the end of the lease agreement must not be less than 1% of the original value of the craft, and this will is subject to the standard rate of VAT at 18%.
If the lessee opts to purchase the craft at the end of the lease, a VAT paid certificate is issued to the lessee provided that all VAT due has been paid.

Gaming Companies

All forms of gaming in Malta are governed by the Lotteries and Other Games Act enacted in December 2001. The Act provided for the setting up of the Lotteries and Gaming Authority (‘LGA’) which is responsible for regulation of all games of chance conducted in or from Malta and for issuing of gaming licenses. In April 2004, the Remote Gaming Regulations were issued to apply specifically to gaming conducted by means of distance communication.
All operators of remote gaming in or from Malta must possess a valid license of the relevant class as set out in the First Schedule of the Remote Gaming Regulations. Applicants must satisfy relevant criteria and amongst other things they must:
  • be limited liability companies registered in Malta;
  • satisfy the ‘fit and proper persons’ test which involves rigourous due diligence checks on all persons (individual or corporate) who have a significant stake in the enterprise. This means that an applicant will have to provide information about directors, shareholders (with 5% or more ownership or, controlling interest in the applicant) and key officials of the company disclosing personal information, financial information and business reputation, information on participation in other entities and a clean criminal record;
  • demonstrate business, financial and technical ability to carry out the operation; and
  • demonstrate their solvency in order to ensure player winnings and deposit returns are safeguarded.

Types of Remote Gaming License
  • Class 1 is a remote gaming license. It applies to operators who offer games which are based on repetitive events and the gaming risk is managed by the operator/casino. This type of license covers casino table style games, lotteries and slots. Since the licensee bears the full risk of the gaming activities conducted, the winnings are therefore guaranteed by it. The operator would require his software to have an LGA approved Random Number Generator. Class 1 on 4 is an online gaming license for all types of games of chance and games of skill operating on an existing Class 4 licensee. The Class 4 operator may either be a company owned by the Class 1 operator or it may also be an independent third party operator.
  • Class 2 is a remote betting office license or an online betting exchange office license. It applies to operators who manage risk based on a singular event using markets. This license covers the traditional fixed odds betting and some forms of pool betting, such as for example sports betting.
  • Class 3 is a license to promote and/or abet remote gaming from Malta. It applies to operators who organise player to player games but do not partake in the risk and receive only a commission or a ‘rake’. This license is suitable for betting exchange providers, pools and poker rooms. Class 3 on 4 is a license to promote and abet gaming from Malta on an existing Class 4 licensee.
  • Class 4 is a license to host and manage remote gaming operators, excluding the licensee himself. It applies to software vendors who intend to host and manage remote gaming operators having any class of the above. They cannot partake in the gaming risk and can only receive a commission.

Licensing Fees and Gaming Tax
An application fee of EUR 2,330 is paid together with the submission of an application, and a licence fee of EUR 8,500 is paid yearly in advance, with first licence fee to be paid immediately before the grant of the licence. The gaming tax is payable at the following rates, but is capped at EUR 466,000 in respect of any one licence per annum:
  • Class 1 – EUR 4,660 for the first six months and subsequently EUR 7,000 per month; Class 1 on 4 – EUR 1,200 per month;
  • Class 2 – 0.5% of the gross amount of bets accepted in remote betting operations;
  • Class 3 – 5% of net income, no relief, reduction, credit or set-off of any kind in respect of such tax; Class 3 on 4 – tax is paid proportionally depending on the number of licensees operating on the Class 4 gaming platform;
  • Class 4 – no tax for the first six months; EUR 2,330 per month for the subsequent six months; and EUR 4,660 per month thereafter.

Trusts

The setting up of trusts in Malta is regulated by the Trusts and Trustees Act 2004. The Act provides for the creation of trusts and authorisation and supervision of trustees by a competent authority – Malta Financial Services Authority (‘MFSA’). The Act incorporates within its provisions the Hague Convention on the Law Applicable to Trusts and on their Recognition which Malta has ratified.
The Trusts and Trustees Act 2004 replaced the Offshore Trusts Act 1988. The latter was largely based on Jersey trust law, itself a common law implant stemming from English trust law. Trusts under that Act had to have non-resident settlor and beneficiaries, and trust assets could not have included Maltese real estate. The new Act allows Maltese residents and firms to use local trusts.
A trust under Maltese law is defined as ‘an obligation, which binds a person or persons to deal with property over which they have control for the benefit of persons or for a charitable purpose in accordance with the terms of the trust’.
The Recognition of Trusts Act 1994 gave effect to the Hague Convention, and results in a division of trusts into:
  • Maltese trusts, where the proper law of the trust is Maltese, and the governing legislation is the Trusts and Trustees Act 2004; and
  • Foreign trusts, governed by whatever law the settlor has nominated.

A trust may be created unilaterally or bilaterally, by oral declaration or in writing. The most common mode of creation of a trust is by virtue of an instrument in writing, including by will. In all cases, the creation of a trust involves the actual transfer of ownership of the trust property from the settlor to the trustee, which trustee holds the trust property for the benefit of identified/identifiable beneficiaries.
The trustee of a Maltese trust may be either private or professional. Both classes are subject to the regulation of the MFSA, although it is only professional trustees that require formal authorisation from the MFSA to act as such.
A private trustee is an individual who is related to the settlor by consanguinity or affinity in the direct line up to any degree or in the collateral line up to the 4th degree, or has known the settlor for at least 10 years. In either case, a private trustee cannot be remunerated, cannot hold himself out as a trustee to the public and cannot act habitually as trustee, that is, act as trustee to more than five settlors at any time.
By contrast, any person who either receives or is entitled to remuneration for acting as a trustee, or acts as a trustee on a regular and habitual basis, or holds himself out to be a trustee, is considered a professional trustee and required to seek the authorisation to act as trustee prior to accepting any assets on trust. A professional trustee may be either an individual, resident or operating in Malta, or a corporate trustee, either registered in Malta or operating in Malta.
There is no legal requirement for foreign trusts to be registered in Malta even if they are administered from this jurisdiction. However, foreign trusts which do not register with the MFSA will not benefit from the tax advantages of registered foreign trusts (they are tax-exempt). A registered trust must have at least one Maltese Professional Trustee, which will file an annual declaration of conformity with the law.
Forms of trusts
  • Discretionary Trusts: The most common type of trust is the Discretionary Trust where the trustees have the discretion as to how to manage and invest trust property, who to appoint as beneficiaries, when to distribute trust income and capital, and to whom such distributions are to be made.
  • Fixed Interest Trusts: With this type of trust, the trust deed will provide for the income and capital to be distributed on specific dates to the beneficiaries identified in the trust deed and according to the ratios specified therein.
  • Accumulation and Maintenance Trusts: This type of trust allows the trustee to accrue or accumulate the capital in favour of one or more beneficiaries which capital may become vested in the beneficiary at a later stage. It is often used for the maintenance or education of the beneficiaries.

Taxation of trusts
Trusts are considered to be transparent for tax purposes, in the sense that income attributable to a trust is not subject to tax in the hands of the trustee if it is distributed to a beneficiary. Also, where all the beneficiaries are non-residents and all the income attributable to a trust does not arise in Malta, there is no tax impact under Maltese tax law. Beneficiaries are taxed on income distributed by the trustees. Income attributable to a trust that is not so distributed to beneficiaries is charged to tax in the hands of the trustee at the rate of 35%. Forced heirship provisions are excluded. The perpetuity period for Maltese trusts is 100 years, however this limit does not apply to charitable trusts.
Confidentiality
Maltese trust law establishes the confidentiality of trust documents and dealings and the actions of the trustee. The Professional Secrecy Act 1994 imposes strict confidentiality rules on all professionals, officials and other individuals who receive privileged information in the course of their duties; the sanctions are heavy fines and imprisonment. Thus, absolute confidentiality of the identity of the beneficiaries of a trust is guaranteed.

Malta Foundations

Foundations in Malta have previously been regulated by customary law as no legislation on foundations existed until on 1 April 2008, the Second Schedule to the Civil Code was enacted which dedicates an entire sub-title to foundations. Based on comparable Italian and French legislation, the law on foundations allows the founder to set up a ‘private’ or a ‘purpose’ foundation.
The Second Schedule to the Civil Code defines a foundation as an organisation consisting of a universality of things constituted in writing, including by means of a will, by a founder or founders whereby assets are destined either (a) for the fulfilment of a specified purpose or (b) for the benefit of a named person or class of persons, and are entrusted to the administration of a designated person or persons. The patrimony, namely assets and liabilities, of the foundation is kept distinct from that of its founder, administrators or any beneficiaries.
A private foundation is set up by the founder for the private benefit of one or more persons, or a defined class of persons in which the beneficiaries must be identified. Unlike a charitable foundation, a private foundation does not solicit funds from the public. On the other hand, a public foundation may be set up for a particular lawful purpose.
Setup procedure
Maltese law provides that a foundation must be constituted in writing, via a public deed inter vivos or a public or secret will. The deed of the foundation must also be registered with the Office of the Registrar of Legal Persons. The deed of the foundation must include detailed provisions containing the powers, form of resolutions and the signing authority of the foundation. In the case of a private foundation a minimum of €1,164.69 in money or property must be transferred to the foundation in order for it to be validly created. In practice although a foundation needs to be registered, very little information in relation to a private foundation is available to the public therefore retaining the confidentiality which is a crucial element when such vehicles are created for the benefit of private individuals.
Once the foundation is established and registered with the Registrar of Legal Persons, a new legal person is created and thus the foundation itself becomes the owner of the foundation property. This is one variation from the trust concept whereby in a trust, no separate legal person is created. As a result, with foundations, there is no need to be concerned about the segregation of foundation property from property belonging to the administrators of the foundations.
The general rule is that the term of a Foundation’s life cannot exceed 100 years and where no term is specified, a Foundation shall last for 100 years from its establishment. Exceptions exist in certain cases.
Board of Administrators of a Foundation
The foundation board of administrators has powers of administration and representation and is accountable for the management of the foundation. However, the founder may have a considerable amount of discretion in the administration of its foundation, since the law allows for it to be an administrator itself.
While the administrator/s can be a non-resident, a person resident in Malta needs to be appointed to act as the local representative of the foundation in Malta. The name and address of this Maltese resident must be included in the instrument establishing the foundation. The administrator/s may be either natural or juridical persons. In the latter case there must be at least 3 directors within that particular company. The administrators of a private and of purpose foundations which are not charitable are required to be authorized to act as such by the Malta Financial Services Authority.
Founder and beneficiaries of a Foundation
The foundation envisages a founder which sets up the foundation with administrators who manage the foundation with the possibility of setting up a supervisory council to monitor the acts of the administrators.
The beneficiaries to a foundation have enforcement rights against the administrators of the same foundation.
The founder of a foundation is also allowed to be a beneficiary.
Maltese law allows for more than one founder to exist for a single foundation.
Segregated Cells
Maltese law also provides for the creation of segregated cells within a foundation. Segregated cells allow assets and liabilities of an organization to be separated from other assets and liabilities of the same organization. Though segregated cells are not vested with legal personality and do not constitute distinct persons at law, each segregated cell constitutes a distinct patrimony from all assets and liabilities of the organization or any other cells which may be established.
Taxation of Foundations
Further to the enactment of LN 312 of 2010, a foundation, shall be treated in the same manner as a company that is ordinarily resident and domiciled in Malta and any rules pertaining to the taxation of income applicable to companies shall equally apply to foundations. Tax shall be payable on the profits of a foundation at the rate of 35% and it shall be payable in the same manner applicable to companies. Furthermore, distributable profits shall be allocated in the same manner applicable to companies. For this purpose distributable profits of a foundation shall mean the total profits which are available for distribution to the beneficiaries resulting from the income of such foundation.
The administrator of a foundation shall be answerable for doing all matters and things required to be done under the Income Tax Acts for the purposes of the determination, assessment and payment of tax in connection with the income of the foundation. Where two or more persons act in the capacity of administrators of the same foundation, they shall be jointly and severally so answerable. In particular, the administrator of a foundation shall keep all records, submit all returns and documents and pay tax to the Commissioner as is required in the case of companies.
Distributions of profits to beneficiaries of a foundation shall be treated as if they were dividends distributed to shareholders of a company and any transfer of a beneficial interest in the foundation by such beneficiaries shall be deemed to be a transfer of a security for all the purposes of the Income Tax Acts.
Election for a foundation to be taxed as a trust
The administrators of a foundation may by notice in writing to the Commissioner irrevocably elect that a foundation shall be taxed under the provisions of the Act applicable to trusts. When an election as aforesaid has been made, the provisions of the Income Tax Acts and any regulations applicable to trusts, shall be applied to the founder, the foundation and the beneficiaries. For this purpose, the law also specifies that:
  1. reference to the settlor of a trust in the Act shall be construed as reference to the founder of a foundation;
  2. references to the patrimony of the trust or the trust fund or property shall be treated as reference to the foundation;
  3. reference to the trustees of the trust shall be treated as references to the administrators of the foundation;
  4. references to the beneficiaries shall be treated to be references to beneficiaries of a foundation, or in case of a purpose foundation to those persons who personally benefit: Provided that where the Income Tax Acts refer to a duty relative to the trust, it shall be treated as a duty of the administrator or of the foundation as the case may be.

When a foundation is established with segregated cells, each cell of the said foundation shall be deemed to be a separate foundation and for income tax purposes, what is applicable to the foundation will be applicable to each separate cell.
Advantages of Malta Foundations
The Maltese foundation provides a lot of flexibility with the possibility of adapting to changing circumstances and the Civil Code also provides for the conversion of foundations into trusts and vice versa.
Despite being prohibited to trade, foundations can be used in the following commercial activities:
  • a foundation may be endowed with commercial property or a shareholding in a profit making enterprise, a franchise, a trade mark or other asset which gives rise to income, as well as a ship as long as the organization is only the passive owner of such assets;
  • subject to such authorisations as may be necessary under applicable laws, be used as a collective investment vehicle, and issue units to investors therein, for the passive holding of a common pool of assets, the management of which is delegated to a third party, including a pension or employee benefit arrangements; and
  • as a vehicle for the purpose of a securitisation transaction, borrow monies against the issue of bonds and do all relative and ancillary acts.

The possibility of retaining some form of control by the founder as well as the separate legal personality that a foundation enjoys are further examples of the effectiveness of such a vehicle.

RESIDENCE PERMIT IN MALTA

Global Residence Programme

The Global Residence Programme Rules, 2013 (GRP) is a programme designed to attract individuals who are not nationals of the EU, EEA or Switzerland and who are not long-term residents. Individuals benefitting from this Programme are not precluded from working in Malta, provided they satisfy the requisite conditions for obtaining a work permit. Beneficiaries may also have special carers providing a service in their qualifying property, as long as all the requisite procedures are satisfied.

Qualifying Conditions

Applicants meeting all of the following criteria are eligible to submit an application in terms of the Global Residence Programme:
1) An individual who is not:
  • an EU national (excluding a Maltese national); or
  • a national of Iceland, Norway or Liechtenstein; or
  • a national of Switzerland.

An applicant who has dual-citizenship i.e. having citizenship of one of the above jurisdictions and citizenship of another jurisdiction, is precluded from applying for special tax status in terms of the Global Residence Programme.
2) An individual who is not a beneficiary in terms of any of the below tax programmes:
  • Residents Scheme Regulations;
  • High Net Worth Individuals Rules;
  • Malta Retirement Programme Rules;
  • Qualifying Employment in Innovation and Creativity Rules; or
  • Highly Qualified Persons Rules.

However an individual may renounce the right to the benefits provided under any of the above-mentioned Rules prior to submitting an application in terms of Global Residence Programme. 
A declaration to this effect needs to be made by the authorized registered mandatory.
3) An individual who owns or rents a qualifying owned property or qualifying rented property which the individual occupies as his principal place of residence worldwide. The values of the property needs to be as follows:
Owned:
  • Immovable property situated in Malta other than in the south of Malta: €275,000
  • Immovable property situated in the south of Malta: €220,000
  • Gozo: €250,000

Rented:
  • 
Immovable property situated in Malta other than in the south of Malta: €9,600 per annum
  • Immovable property situated in the south of Malta: €8,750 per annum
  • Gozo: €8,750 per annum


The lease needs to be taken out for not less than a twelve month period and is evidenced by a certified lease agreement.
Localities that are considered to be in the south of Malta, for the purposes of the Global Residence Programme are:
  • 
Birżebbuġia
  • Cospicua
  • Fgura
  • Għaxaq
  • Gudja
  • Kalkara
  • Kirkop
  • Luqa
  • Marsascala
  • Marsaxlokk
  • Mqabba
  • Paola
  • Qrendi
  • Safi
  • Santa Luċija
  • Senglea
  • Siġġiewi
  • Tarxien
  • Vittoriosa
  • Xgħajra
  • Żabbar
  • Żejtun
  • Żurrieq

The final deed of purchase as well as the lease agreement, as the case may be, needs to provide full details of the vendor or lessor, as the case may be. This includes:
  • 
in the case of an individual: the full name and surname, passport or identity card number and residential address;

  • in the case of vendors / lessors that are not individuals: the name, relevant registration number, income tax registration number as well as the registered address.

In both cases whether the immovable property is owned or rented, the applicant would need to declare that s/he occupies such property as his/her principal place of residence worldwide.

Note:
  • 
No person other than the beneficiary and his/her dependants may reside in the qualifying property at any time; and
  • the qualifying property may not be let or sub-let.

4) The applicant is in receipt of stable and regular resources that are sufficient to maintain himself / herself and his/her dependants without recourse to the social assistance system in Malta.
5) The applicant is in possession of a valid travel document, certified proof of which is submitted together with the application.
6) The applicant is in possession of sickness insurance which covers himself and his dependants in respect of all risks across the whole of the EU normally covered for Maltese nationals. The health insurance cover must be procured by a company licensed in Malta or by an international reputable health insurance company.

A certified copy of the insurance policy needs to be submitted together with the application documentation.
7) The applicant needs to be fluent in Maltese or English.
The Commissioner retains the right to request to have an informal meeting with the applicant so as to ensure inter alia that this requirement is satisfied.
8) The applicant is a fit and proper person.
The applicant is required to submit a police conduct certificate (accompanied with the Apostille Certificate), issued not earlier than six months prior to the date of submission of the application, together with a sworn declaration taken before a Commissioner for Oaths in Malta confirming that s/he is not subject to any ongoing civil or criminal proceedings. 


Note:
Any public documents executed in the territory of a country other than Malta which will be produced in Malta together with an application for special tax status under the Global Residence Programme needs to be accompanied by an Apostille Certificate in terms of the Hague Convention of 5th October 1961 Abolishing the requirement of Legalisation for Foreign Public Documents. The following are deemed to be public documents:
  • 
documents emanating from an authority or an official connected with the courts or tribunals of the State;
  • administrative documents;
  • notarial acts;
  • official certificates which are placed on documents signed by persons in their private 
capacity, such as official certificates recording the registration of a document or the fact that 
it was in existence on a certain date and official and notarial authentications of signatures.

Where the jurisdiction executing the relevant public document is not a signatory to the above- mentioned Convention, the document should be legalised by a Notary or Lawyer (who should also cite in the legalisation declaration, whenever possible, the professional institute or association to which s/he belongs).
All documents that are not in English need to be accompanied with a certified English translation.
An application for special tax status will only be valid if signed and submitted by the authorised registered mandatory.
An Authorised Registered Mandatory is a person that:
  • 
holds a warrant to practice as an advocate under the Code of Organisation and Civil Procedure; 
or
  • holds a warrant to practice as a legal procurator under the Code of Organisation and Civil 
Procedure; or
  • has been appointed notary public in accordance with the provisions of the Notarial Profession 
and Notarial Archives Act; or
  • holds a warrant to practice as an accountant under the Accountancy Profession Act; or
  • is a member of the Institute of Financial Services Practitioners; or
  • is a member of the Malta Institute of Taxation;
  • is a member of the Malta Institute of Accountants; or
  • is a member of the Malta Institute of Management; 
or
  • is at least 75% (directly or indirectly) owned by persons in possession of the above-mentioned criteria, and who is registered as such with the Commissioner under the GRP. 


Procedure for Application

An application for special tax status under the Global Residence Programme may only be submitted to the Commissioner through the services of an authorised registered mandatory (ARM). 

Where to apply
Applications and the necessary supporting documentation are to be submitted to the International Tax Unit at the following address:
Commissioner for Revenue
International Tax Unit
MFSA Building
Notabile Road
Attard

BKR 3000

The envelope should clearly be marked as “Application: Global Residence Programme”.
Administrative fee
A non-refundable administrative fee needs to be paid in respect of any application for special tax status in terms of the Global Residence Programme by means of a bank draft payable to the ‘Director General (Inland Revenue)’. 
The administrative fee is that of 6000 euro, except where the qualifying owned property is situated in the south of Malta, in which case the administrative fee is that of 5500 euro. 

Application procedure
Once an application together with all the required documentation, including the Questionnaire (and its requisite documents) as well as the bank draft in relation to the administrative fee is submitted to the Commissioner, it is checked for completeness and vetted accordingly. An acknowledgement letter is sent to the ARM indicating the progress of the application.
An applicant need not be the owner or lessee of a qualifying property at time of application and may submit the certified final deed or lease agreement, as the case may be, at a later stage. However:
  • 
in order for an applicant to benefit from the reduced administrative fee, in the case of an owned immovable property situated in the south of Malta, the certified final deed of purchase needs to be submitted at application stage;

  • special tax status will not be confirmed unless and until the certified final deed or lease agreement, as the case may be, is submitted.

A valid application will then be forwarded for the due diligence process. Once this process has been completed, the ARM will be notified of the outcome. If the outcome is positive and the application may continue to be processed, a letter of intent is issued and sent to the ARM. This will be accompanied by a notice of primary residence which would need to be completed and signed by the applicant.
The letter of intent is valid for twelve months from the date of issue of the said letter, within which time the certified lease agreement or final deed, as the case may be, will need to be submitted in order for the confirmation letter to be issued.
If the due diligence outcome is negative the ARM is notified of the main issues of concern, further to which the ARM together with the applicant may provide an explanation. It is in the Commissioner’s
discretion whether to refuse or proceed with the application process.
It is important that full and accurate information is provided in the application form and accompanying documents. In cases of doubt as to how much detail is to be provided, more is preferable. Any omissions or incorrect details may cause a delay in the processing of the application. Giving misleading information, omitting or concealing information is viewed very seriously and would be seen as evidence of untrustworthiness.

Tax Treatment

An individual who has been granted special tax status in accordance with the GRP, hereinafter referred to as “beneficiary”, will be subject to tax at a rate of fifteen cents (0.15) on every euro thereof on any income that is received in Malta from foreign sources by the beneficiary and his/her dependants. This rate of tax will apply from the year of confirmation of the special tax status up to year of cessation of status, both years included.
Dependants who will be able to benefit from the rate of fifteen cents (0.15) on every euro are:
  • The beneficiary’s spouse;
  • Minor children including minor children and children who are in the care and custody of the beneficiary or the beneficiary’s spouse;
  • Children including adopted children and children who are in the care and custody of the beneficiary or the beneficiary’s spouse, who are not minors but who because of circumstances of illness or disability of a serious gravity, are unable to maintain themselves. 


Other income that is chargeable to tax in Malta in accordance with the Income Tax Acts of the beneficiary and the dependants indicated above, that is not charged to tax as separate income at the rate mentioned above, will be charged to tax at the rate of thirty-five cents (0.35) on every euro. This may include inter alia bank interest received from a local source or dividends received from a company registered in Malta.
Minimum tax
Beneficiaries of special tax status granted in terms of the Global Residence Programme will need to pay a minimum tax of 15,000 euro annually. This minimum tax covers income of the beneficiary and his / her dependants that arises outside Malta and is received in Malta and does not include income that arises in Malta.
Such beneficiary retains the right to request a claim for relief of double taxation, provided that the minimum amount of tax payable by the beneficiary is as provided above. If the tax payable according to the tax computation (including any credit for relief of double taxation) is such that it is less than the minimum tax required to be paid as aforesaid, the amount to be paid will be the said minimum. 

In the year when the special tax status is confirmed or cancelled, the minimum tax will be paid in full.
Provisional tax
A beneficiary is subject to payment of provisional tax payments in accordance with the Payment of Provisional Tax (P.T.) Rules. 

Note that in the first year the beneficiary will not be subject to Provisional Tax.
Annual tax return
An individual who benefits from special tax status must submit the Annual Tax Return which includes an annual declaration, by means of which any material changes that affect the beneficiary’s special tax status need to be indicated.
In order to ensure that an individual may properly benefit from this tax treatment, the Commissioner may require the individual benefiting from a special tax status to produce information and documents including certifications and declarations within a time specified by the Commissioner in the request itself.
Further to the above, any person who knowingly makes a false declaration or statement in any documentation submitted to the Commissioner will be subject to the generic penal provisions in the Income Tax Management Act as well as the Criminal Code.

MALTA CITIZENSHIP

Individual Investor Programme

Reputable foreign individuals and families who are duly qualified in terms of the Maltese Citizenship Act, Cap 188, and the Individual Investor Programme of the Republic of Malta Regulations, 2014 (‘the Regulations’) and who contribute to the economic development of Malta are entitled to be granted full citizenship in Malta under the Individual Investor Programme (“IIP”).
The IIP aims at attracting the right investors to come to Malta, bring their expertise and experience, create new opportunities and make an economic contribution to the country.

Key Advantages of IIP in Malta

  • A well-respected and stable EU country;
  • Reasonable contribution and efficient application process
  • Strict due diligence standards and vetting of applicants, thus ensuring only highly respectable applicants will be admitted;
  • Visa-free travel to more than 160 countries in the world, including the USA;
  • EU citizenship gives right of establishment in all 28 EU countries and Switzerland;
  • Malta is an attractive place to live or to own a second home and is strategically located with excellent air links.

Requirements for IIP

The applicant under the IIP must submit an application in the prescribed form and must be subject to a very thorough application procedure including detailed due diligence, background verification checks, undertakings, fees, and bank charges as specified in the Regulations.
In order to qualify for citizenship, the main applicant must:
  • be over 18 years of age;
  • propose to make a contribution as determined below in the part entitled Contribution;
  • meet all of the application requirements;
  • commit to provide proof of residence in Malta, and to provide proof of title to residential property
  • in Malta in accordance with the Regulations; and
  • commit to invest, amongst others, in stocks, bonds, debentures, special prupose vehicles or to make other investments as provided from time to time by Identity Malta by means of a notice in the Government Gazette.

In addition to these requirements, the applicant must have a completely clean personal background and no criminal record.
The Regulations also provide that a person who has been denied a visa to a country with which Malta has visa-free travel arrangement and has subsequently not obtained a visa to the country that issued the denial shall not be entitled to apply under the programme. Additionally, a person who is deemed a potential national security risk, a reputational risk or is subject to criminal investigation will also be denied citizenship.
A certificate of naturalisation under these Regulations shall be issued when the main applicant provides proof that he has been a resident of Malta for a period of at least twelve months preceding the day of the issuing of the certificate of naturalisation.

Contribution Fees

The Contribution fees are the following:
  • For main applicants a contribution of € 650,000 is required.
  • An additional contribution of € 25,000 is required for a spouse and for each child under the age of 18.
  • The application may include children between the ages of 18 and 25 years if they are financially dependent on the main applicant and not married;
  • in those cases the additional contribution is set at €50,000 for each such adult child.
  • Parents over the age of 55 can also be included in the application as dependants, if they are living with and are fully supported by the main applicant. In this case, likewise, an additional contribution of €50,000 is required per person.

Due Diligence Fees

In addition to the fees mentioned above, the following due diligence fees are also to be remitted:
Due diligence fees are payable for all applicants.
  • For the main applicant a due diligence fee of €7,500 is required.
  • For the spouses, adult children and parents, a due diligence fee of € 5,000 is required.
  • For children between 13 years of age and 18 years of age, a due diligence fee of €3,000 is required.

Passports Fees and Bank Charges

The below fees apply:
  • Passport: € 500 per person;
  • Bank charges: € 200 per application

The application for a passport may only take place after the oath of allegiance has been taken by the
successful applicant.

Procedures and Time Frame

The application is to be prepared in the prescribed form, completed in English or if the original language of the document is not English, the document shall be accompanied by an authenticated translation.
Each application form shall be completed by the applicant (including main applicant and dependant/s) and if the applicant is unable to complete the forms personally, it must be completed by a legal representative and signed by each and every applicant.
Within 90 days of the presentation of an application for citizenship, Identity Malta shall amongst others, verify that the application has been certified as formally correct and all relevant information provided by the applicant has been verified. After that, within 30 days Identity Malta shall carry out further reviews and due diligence checks and shall notify the concessionaire and where applicable, the Approved Agent in writing that the application has been approved, refused or delayed.
In the case of approval, applicant is informed by a Letter of Approval and would be requested to provide the following (within 4 months from letter of approval):
  • evidence of a global health insurance policy and a declaration that they are in a position to retain such a policy indefinitely;
  • a written undertaking either to acquire immovable property in Malta (minimum Euro 350,000) or take on lease immovable property in Malta (minimum annual rent Euro 16,000);
  • a written undertaking that the main applicant will make such other investments in Malta to an amount of Euro 150,000.

Dual Citizenship

There are no restrictions on dual citizenship in Malta. The Maltese Citizenship Act does not provide for
any restrictions on dual citizenship in Malta. Dual citizenship is allowed under the Maltese Citizenship
Act.

Taxation

The acquisition of Maltese citizenship under the IIP does not have any tax consequences, unless one’s residence is moved to Malta.
In terms of domestic tax law, individuals who are resident and domiciled in Malta pay income tax on their worldwide income. Personal income is taxed at progressive rates with the highest capped at 35%.
On the other hand, individuals who are resident in Malta but not domiciled in Malta pay tax on income arising in Malta and income (excluding capital gains) that arises outside Malta that is received in Malta.
The tax rate varies in accordance with the tax status that the applicant has.
Should the acquirer of the Maltese citizenship under the IIP move one’s residence to Malta, one would still retain the status of a non-domiciled person and thus subject to tax in Malta only on source and remittance basis.

International law relations

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Party to the Hague Convention (Apostille) Legal system Double tax treaties network OECD member Offshore/onshore status according to the RF laws
Yes a hybrid system containing elements of both English common law and Roman civil law 76 No No

Public authorities and legal acts

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List of laws and regulations
Act name Scope of law
Companies Act 1995 regulation of commercial companies and partnerships
Malta Enterprise Act enterprise
Business Promotion Act 2003 encouragement and promotion of business
Continuation of Companies Regulations 2002 continuation of companies
Trading Licenses Act 2002 trading licenses
Banking Act 1994 business of banking
Central Bank of Malta Act 2000 establishment of the Central Bank of Malta and determination of its functions and powers
Financial Institutions Act 1994 business of financial institutions
Financial Markets Act 1990 authorisation of regulated markets, central securities depositories and the orderly trading in transferable securities
Insurance Business Act 1998 insurance business
Insurance Intermediaries Act 2006 registration and enrolment of insurance intermediaries and insurance intermediaries activities
Investment Services Act 1994 investment business
Merchant Shipping Act 1973 regulation of merchant shipping
Malta Freeports Act 1989 establishment of a Freeport system and regulation of its operation
Remote Gaming Regulations 2004 gaming by means of distance communications
Lotteries and Other Games Act 2001 gaming business
Prevention of Money Laundering Act 1994 prevention and prohibition of the laundering of money
Professional Secrecy Act 1994 protection of professional secrecy
Special Funds (Regulation) Act 2002 pension funds
Trusts And Trustees Act 2004 trusts
Income Tax Act 1948 tax on income of individuals and legal entities
VAT Act 1998 imposition of a value added tax
Tax treaties entered Albania, Andorra, Australia, Austria, Azerbaijan, Bahrain, Barbados, Belgium, Bulgaria, Canada, China, Croatia, Cyprus, Czech Republic, Curaçao, Denmark, Egypt, Estonia, Finland, France, Georgia, Germany, Greece, Guernsey, Hong Kong, Hungary, Iceland, India, Ireland, Isle of Man, Israel, Italy, Jersey, Jordan, Korea (Republic of), Kuwait, Latvia, Lebanon, Libya, Liechtenstein, Lithuania, Luxembourg, Malaysia, Mexico, Moldova (Republic of), Montenegro, Morocco, Netherlands, Norway, Pakistan, Poland, Portugal, Qatar, Romania, Russian Federation, San Marino, Saudi Arabia, Serbia, Singapore, Slovakia, Slovenia, South Africa, Spain, Sweden, Switzerland, Syrian Arab Republic, Tunisia, Turkey, United Arab Emirates, United Kingdom, United States, Uruguay, Viet nam
Tax Exchange Information Agreement (TEIA) Bahamas, Bermuda, Cayman Islands, Gibraltar, Macao (China). Convention on Mutual Administrative Assistance in Tax Matters
List of state regulatory authorities
Malta Government http://www.gov.mt/en/Pages/gov.mt%20homepage.aspx
Malta Government Gazette http://www.gov.mt/en/Government/Government%20Gazette/Pages/Government%20Gazette.aspx
Ministry of Justice and Home Affairs http://mhas.gov.mt/en/Pages/Home.aspx
Ministry of Foreign Affairs http://www.foreign.gov.mt
Malta Financial Services Authority http://www.mfsa.com.mt
Registry of Companies at Malta Financial Services Authority http://www.registry.mfsa.com.mt
Inland Revenue Department of the Ministry of Finance http://www.ird.gov.mt
VAT Department of the Ministry of Finance http://www.vat.gov.mt/en/Pages/Home-Page.aspx
Malta Financial Intelligence Analysis Unit http://www.fiumalta.org
Central Bank of Malta http://www.centralbankmalta.org
Malta Branch of the Society of Trust and Estate Practitioners (STEP) http://www.step.org/malta
Malta Bankers’ Association http://www.maltabankers.org/home?l=1
Malta Tourism Authority http://www.mta.com.mt
Lotteries and Gaming Authority http://www.lga.org.mt
Chamber of Advocates (the Bar Association of Malta) http://www.avukati.org

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